Caring Wars Episode IV: A New Light
by JusSonic
Summary: Based on the Star Trek parody of Care Bears in a way possible, but also parodies Star Wars. The CareFleet and their new friend Mark united to stop the No Heart Empire's deadliest weapon: The Uncaring Star


Note: This story takes place during the Star Trek parody that the Care Bears done. Of course, I have a feeling there is more Care Bears and Care Bear Cousins than Brave Heart, Cheer, Bright Heart, Grumpy, and Treat Heart, so here it is. It is also a free for all so everyone can join in the fun (I hope). It also parodies Star Wars so bare with me.  
  
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Chapter 1: The assault of the S.S. Darkside  
  
In a spaceship in a space somewhere, space pirates Shreeky and Beastly were getting nervous as they were getting chewed out by Un...I mean Lord No Heart for their latest failure of capturing or destroying the Care Bears of the S.S. Friendship. Lord No Heart, face has never been seen except by his minions, looks angry on the monitor.  
  
"You have once again failed in capturing the Care Bears! What do you have to say for yourselves this time?!" said Lord No Heart furiously.  
  
"But Un...I mean Lord No Heart! It isn't my fault! It's Beastly!" protested Shreeky.  
  
"Oh sure! Blame it on the dope! He's an easy target." said Beastly annoyed.  
  
"Silence or I will scream, furball," snapped Shreeky.  
  
"SILENCE!" boomed Lord No Heart. "Every mission I sent you always failed. If I recall, you almost have success if you haven't stupidly gotten rid of the clown and have made sure you captured the blue Care Bear."  
  
"But..." begin Shreeky.  
  
"No butts! If you two can't handle a simple assignment right, I will have no choice but to send someone else." said Lord No Heart.  
  
"But Lord No Heart! Give us another chance." said Beastly nervously.  
  
"I already gave you enough chances. Now it's someone else's turn."  
  
Then Lord No Heart broke contract.  
  
"It's all your fault, Beastly! I gotta..." Shreeky said angrily.  
  
"NO!" screamed Beastly as he knew what is coming.  
  
Too late as anyone who is going by could hear screams coming from the pirates' ship.  
  
At Lord No Heart's lair, he then begins to communicate his apprentice. He had success in the past unlike Beastly and Shreeky. Now it's his turn to get the job done. On the screen, a figure that looks like evil, except he look more like a Bear version of Darth Vader, mask and all, appears on the screen.  
  
"Yes, Lord No Heart?" asked the figure.  
  
"Dark Heart Bear. My minions had once again failed me." said Lord No Heart.  
  
"Ha. I am not surprised since they are stupid as a bunch of xsghts!" remarked Dark Heart Bear.  
  
"Yes they are. Now I have assigned you their job of capturing the Care Bears and their ship. Doing so would be one step of getting rid of caring in the universe forever."  
  
"Bah. I do not know how stupid Beastly and Shreeky are for not completing an easy task. I shall do this without any trouble."  
  
"Just do it and do not failed me," boomed Lord No Heart.  
  
"Yes master."   
  
Indeed there were more Bears and Cousins then just the ones who worked on board the S.S. Friendship. There were several other ships, including one that not many knew about, even only a select few of the family knew about the elusive little ship. Admirals Noble Heart and True Heart ran the main command center and docking bay that orbited Earth, while a quarter of the huge Family kept it running. Tender Heart, Wish, Brave Heart, Loyal Heart and Sincerity Heart all ran the other ships. Tender Heart's ship the S.S. Care-A-Lot was a tad longer than most ships and carried more crewmembers. The S.S. Friendship, Brave Heart's ship was bigger, the S.S. Wishing Star was Wish Bear's ship and had more maneuverability, Loyal Heart's ship the S.S. Clipper had more defenses and Sincerity's ship was the fastest and the elusive careship of the fleet, The S.S. Rainbow Rescue. Admiral True Heart had called all but two of the ships back to the main docking station, she'd felt that Un...err Lord No Heart was being too quiet and was up to something.  
  
"True Heart, if that's true what in the stars could it be?" asked Chief Champ, the Care-A-Lots chief engineer.   
  
"I don't know Champ, honestly but I know it's not good."  
  
"That helps," Grumpy commented. The others chuckled weakly.  
  
"Where is the Wishing Star and you know who?" asked Noble Heart, not wanting to let anyone know without a good reason to.  
  
"The Wishing Star went out on a minor reconnaissance mission," said the stations chief engineer Good Luck Bear. "And as for the you know who, no sign of them. Not for at least a month." Noble Heart and True Heart rolled their eyes, it was just like that particular crew to disappear without letting someone know where they'd gone. The S.S. Rainbow Rescue was manned by a crew of six, the ships whole complement.   
  
The Wishing Star was heading back from its reconnaissance mission, hoping to catch up on how the big meeting was going. Wish looked at a clipboard in her hand, hoping the crew of the Rainbow Rescue would turn up, this was an important mission, but they mostly remained hidden as ordered unless ordered back. She felt a slight shift in the ship's movement and looked up at the shining view screen, to see something passing at an extremely high speed.   
  
"Well, well," she chuckled more to herself then anyone else. "They're off to somewhere. Or are heading back."  
  
"We're slower than usual," a Coyote told the ship's captain as the Rainbow Rescue shot past the other ship.  
  
"Could it have something to do with the fact one of our warp nacelles is damaged?" asked the ship's second officer and navigations officer. The Coyote elbowed the dark blue wolf with a grin. Lone Heart chuckled and gently elbowed him back. Their captain shook her head and went back to reading some read outs at another panel.  
  
"I sometimes wonder how long it'll be till they really hurt each other with their games," she told the squirrel to her right. The squirrel, a burgundy colored creature with chestnut brown eyes laughed.  
  
"They're having fun captain," she told the sky blue Horse.  
  
"Hn. Chief Birthday Bear, can you try and handle that nacelle when we're out of warp?" she asked over the radio.  
  
"Aye aye captain," he responded.   
  
"At least that's sorted," she commented and called to Sly Heart to drop out of warp.  
  
Unknown to the crew of the S. S. Rainbow Rescue ship, however, someone was waiting patiently for them to come out of warp. Or in this case somethings, for nearby is a dark ship of evil called the S.S. Darkside, belonging to the No Heart Empire. Inside, the crewmembers are at their stations while the Robot Troopers are at their post. One of the crewmembers is a big huge guy who looks like a giant freak of nature in colonel clothing. He is staring on ahead on the screen until he is interrupted by someone at a nearby post.  
  
"Colonel Tucker."  
  
Colonel Tucker then turns to the individual.  
  
"What is it?" asked the alien colonel.  
  
"The Care Bear ship known as the S. S. Rainbow Rescue is in sight, sir." said the individual.  
  
"Excellent. Have you inform Lord Dark Heart Bear?" asked Colonel Tucker.  
  
"Yes sir. He is on his way right now."  
  
"MAKE WAY FOR DARK HEART BEAR!" boomed a demanding voice.  
  
"All rise for the presence...of Dark Heart Bear." command Colonel Tucker.  
  
All the crewmembers rise from their posts just in time for the newcomer's arrival. It is Dark Heart Bear. They all with the exception of Colonel Tucker gulped because they feared him. That is because he is Lord No Heart's apprentice, the head of the No-Heart Empire. Dark Heart Bear comes into the room and speaks to the waiting colonel.  
  
"Is what I been informed true?" asked Dark Heart Bear.  
  
"Yes sir. We just spotted the S.S. Rainbow Rescue ship dropping out of warp. You should also know that we scanned the ship and one of their warp nacelles is damaged," explained the colonel.  
  
"Good." Then the evil Bear make the next command. "Get back to your stations now and destroyed the other warp nacelles. They couldn't fire back because they aren't a fighting sort. Remember, warning and disable shots are allowed. Lord No Heart wants them and the ship alive and still function."  
  
All the crewmembers went back to their stations to begin space battle.  
  
On a planet nearby where the two ships are at, there is a farm owned by an old man. He isn't nice especially to his nephew who he been keeping watch ever since his parents went away. The nephew, known as Mark, is cleaning the front yard. It looks like he is in a middle of a daydream.  
  
"Mark!" said a booming voice.  
  
Mark snapped back to reality and turned around. His uncle is at the door looking angry at him.  
  
"Yes uncle Paul?" asked Mark.  
  
"Stop daydreaming! That's for slackers! You want to be a slacker for the rest of your days?!" said Uncle Paul.  
  
"No. I didn't mean..." begin Mark.  
  
"Then again stop daydreaming and get to work. This is a farm, not a place where you can played." snapped Uncle Paul.  
  
With that, the mean man went inside the house. Mark sigh and went back to work.  
  
"It's not fair. Just because he is my uncle doesn't mean he could be that way to me. I just wish I had someone to talk to other than him. But there is no neighbors for miles and Uncle Paul won't let me leave the premises, not even for school because he teaches me." Mark said.  
  
Mark continued on with his work, which he finished. Knowing it would take a while for his uncle to inspect his work, he decided to sit down on a nearby bench and took out some binoculars, which can allow him to see far away places, including cities he never been to because of his mean uncle. He had so far seen everything for miles. He decided to do something different and look up with his binoculars. He can now see into space. Suddenly he saw something he never seen before.  
  
"What's that?" wondered Mark.  
  
Unknown to Mark, he is currently looking at a space battle between the S.S. Rainbow Rescue and the S.S. Darkside.   
  
The S.S. Rainbow Rescue had fallen right into the waiting trap and was now being bashed around by the warning and disabling shots. Their ship was built for endurance, but only to a degree. They usually had speed on their side, but with one of the nacelles damaged they were having trouble getting back to warp. If they could then they'd lose these guys as easily as if they'd never met them to begin with. Another shot skimmed the side of the ship, knocking it off balance.  
  
"Captain, we're down to 57% in our shields!" The Squirrel cried in alarm over the sounding alarm that was bleeping throughout the ship. Captain Sincerity grabbed a near by panel and tapped in a few commands, firing a small shot across the other ships bow.  
  
"Direct hit, but we're not strong enough to have effect on that sort of ship!" Sly Heart yelled.  
  
"Birthday, I need at least impulse!" Sincerity cried.  
  
"I'm sorry ma'am, I can't give it to you. One of their last shots completely knocked out our right nacelle. Unless we can find a way to warp on one engine we're as good as caught." Sincerity tried again, there was no way she'd let the ship be captured or her crew. She'd probably destroy it first, but she didn't want to risk that unless there was no option left.   
  
"Try evading them!" she yelled to Sly Heart. The Coyote put some commands into his console and the ship began to maneuver around the shots.   
  
"Precious Heart, we're vastly out numbered and out classed here, send a distress signal out to anyone you can get a hold of!"  
  
"Aye."  
  
Wish Bear's ship were just coming up to the station, when Precious Heart managed to get a signal through to their friends at the main station quite a distance away. Good Luck picked it up automatically, and began checking for it.  
  
"What's wrong?" asked Admiral True Heart. The green Bear's hands fled over the control panel he was working at.  
  
"It's a distress signal from the Rainbow Rescue ma'am, she's under attack."  
  
"The Rainbow Rescue is a rescue ship, not a fighter," Tender Heart cried in alarm. "If she's hit in the right place she'll be blown to bits."  
  
"What's the Rainbow Rescue?" asked Cheer curiously, having never heard of it. The ship's identity had only been mentioned to the ones who had worked on her, the captains and of course the two admirals. Good Luck didn't answer, he was trying to pick up the broken message coming from the ship, but it was quickly breaking up.  
  
"Precious say's Sincerity's decided to try and use plan Alpha, they'll transmit co-ordinates to us of where the closest planets are and are going to try and coast on a warp plasma stream to a planet and land."  
  
"Mad, I tell you," Loyal commented.  
  
Both nacelles on the Rainbow Rescue were now inoperable, and they had no more defenses left. The ship was rocked violently by another blast, throwing the crew away from where they were. Sincerity and Precious Heart were thrown half way across the bridge as the ship tilted sharply. Sly Heart fell off his chair and knocked Lone Heart off of hers, as an explosion of sparks flew from his piloting panel. The Coyote was instantly knocked out, leaving them without a pilot. Lone Heart gently moved him aside and took over as the other two got up. Down in the engine room, Birthday steadied himself on a control panel, while in the medical bay, Serenity the captain's younger nurse sister grabbed one of the medical beds.   
  
"Captain what's going on?" she called over the intercom.  
  
"We have one big ship on top of us. We're going to try plan Alpha and shake them off."   
  
"The plasma stream is venting ma'am!" Birthday called.  
  
"Ok Lone Heart coast us into it and everyone hang on, we're heading for that planet there." Everyone on the ship did as ordered and the ship fell into the plasma stream, and thanks to Lone Heart's piloting skills, it was thrown towards the near by planet. The S.S. Darkside assumed as it disappeared that they'd destroyed it, which was what plan Alpha was meant to suggest. Yet it had its dangers.  
  
Mark looked up in surprise as one of the things began coasting on some strange cloud and fell towards the planet at tremendous speed, he watched it with his binoculars as the huge object, which turned out to be a ship, hurtled towards the ground several miles away from the farm. Surprised he ran to find an unusual looking creature, that somewhat resembled a Horse and raced off towards it. As he neared half an hour later, he found the huge ship severely damaged and lying amidst several ditches in the middle of nowhere. Parts of it were scattered around everywhere. Deciding to take a look, he got off his ride and managed to get in through a small cargo bay door, through a large opening that had been ripped into it.  
  
"Hello!" he called. "Is anyone here? Are you ok? That was a nasty crash." He neared a big door that had been partly blown inwards and peered through. It looked like a large resting bay, and climbing through he found a small blue Mare unconscious beneath a pile of rubble.  
  
"Hey, wake up, are you all right?" he asked in panic. The Mare didn't respond, so he carefully pulled her free and took her from the ship. He had a feeling there were more of her kind on board and quickly went looking for them.   
  
*******************  
  
Chapter 2: Phoenix Audubon, the Caring Guardian  
  
Back on the S.S. Darkside, Colonel Tucker is chewing out his men for what they thought has happened.  
  
"You fools! Your orders are to capture the S.S. Rainbow Rescue crew, not destroy them!" yelled Colonel Tucker.  
  
"But sir, we try our best and it was probably an accident." said a crew member nervously.  
  
"Lord No Heart will have your head for this! I guaranteed it." threatened Colonel Tucker.  
  
"That won't be necessary for the S.S. Rainbow Rescue ship isn't destroyed," said Dark Heart Bear.  
  
"Pardon?" said the alien colonel surprised.  
  
"I recognized this tactic before. They coast on a warp plasma stream. That explains their 'death'," explained the dark leader.  
  
"Then they've gotten away," concluded Colonel Tucker.  
  
"Again not necessary. Their warp nacelles were damaged during the battle. They couldn't have gotten far," said Dark Heart Bear.  
  
"In that case, I would have my men searched nearby planets since it is likely the crew may have landed on one of them," said Colonel Tucker.  
  
"Find them. And remember, I want them alive," demanded Dark Heart Bear.  
  
It took Mark a few minutes or so, but he managed to find all the crew members of the mysterious wrecked ship. He is relieved that they are still alive but are still unconscious. He decided to take them back to the house to take care of them. He knew it would be hard to carry all six on his ride, but luckily he found some sort of buggy in one of the rooms of the ship and got it connected to his horse-like creature. Then after putting the unconscious beings in the buggy, he then rode back to the farm. It took a few minutes since the buggy made the ride so slow but they made it. When Mark got back and off his horse, he is greeted by an angry familiar voice.  
  
"Where have you been?!"  
  
Mark sees his Uncle Paul who is waiting for him very angrily.  
  
"Well Uncle Paul..."  
  
He didn't get far as Paul interrupted him.  
  
"Don't well me, kid! I told you not to leave the premises! Yet you went and disobey me!" yelled Paul.  
  
"But Uncle Paul, it wasn't my fault! I saw a ship crash nearby and decided to investigate it," explained Mark.  
  
Paul hears him and was about to give him another scolding when he sees what was in the buggy the horse was pulling.  
  
"What in goodness's name is that?!" Uncle Paul said surprised.  
  
Indeed, he saw the six unconscious creatures in the buggy.  
  
"As I was saying, I found these strange creatures alive in the wrecked ship. I was intending on helping them." explained Mark.  
  
"Get them outta here."  
  
"What?" asked Mark surprised.  
  
"I want those...things off of my property! I don't want them here." snapped Paul.  
  
"But Uncle Paul, why?" asked Mark.  
  
"Because...I said so!" said Paul.  
  
"But I can't just get rid of them! They are hurt and whatever attacked them may go after them again," Mark said, trying to reason with his uncle.  
  
Ignoring him somewhat, Paul went to a car-like vehicle nearby and got in. He spoke to Mark.  
  
"I am going into town to do some errands. And when I come back, I want them gone. Do you hear me?" Paul demanded more than he said.  
  
Then he drove off. Mark is struggling with conflicts in his mind. Would he abandon the creatures whose were hurt? Or get severely punished by his uncle?  
  
"No. Even if my uncle doesn't want them here, I can't abandon them in the wild. Not like this. Maybe I could help them then send them on their way before Uncle Paul gets back." Paul decided.  
  
Then he went to the buggy to get the things out of the cart.  
  
At the wrecked S.S. Rainbow Rescue ship, Tucker and his men who decided to search Mark's planet found the ship. The Robot Troopers are searching the ship for the crewmembers. A few minutes into the search, a man in lieutenant clothing goes up to the waiting colonel.  
  
"Well?" asked the impatient colonel.  
  
"There is no one aboard. All the crew members are gone," concluded the lieutenant.  
  
"That's impossible! They couldn't have just disappeared, Lieutenant Snappo!" snapped Colonel Tucker.  
  
"Well, they may have abandon ship before the crash," suggested the nervous lieutenant.  
  
"No, because we woulda found escape pods launched from the area," Colonel Tucker said not wanting to believe that fact.  
  
A Robot Trooper goes up to them and taps Snappo on the shoulder.  
  
"What is it?" asked Lieutenant Snappo.  
  
The Robot Trooper points to some tracks on the ground. Human, horse-like creature, and buggy tracks but mostly the buggy tracks went in one direction.  
  
"They got help then. Search the whole planet! There is no way they could have gotten far! Some of you Robot Troopers come with me to investigate the strange buggy tracks," ordered Colonel Tucker.  
  
The evil colonel smiled. It won't be for long when they captured the S.S. Rainbow Rescue crew.   
  
Lt Sly Heart woke first and sat up rubbing his head; he had an awful headache. He looked around to see his crewmates lying around the small room with him, Lone Heart had a slight injury to her arm, but that had been tended to. The others had minor bumps, bruises and burns, but nothing serious.  
  
"Captain," he called moving over to the blue mare and nudging her. The blue mare's eyes fluttered open and she groaned.  
  
"What hit me?"  
  
"A control panel compartment," Precious responded as she sat up. The Squirrel rubbed her eyes and gazed around at the three other crewmembers who were still out cold, including Lone Heart, Serenity Heart and Birthday Bear. It took a few minutes, but they were soon all awake.  
  
"Where are we?" asked Lone Heart.  
  
"Can't tell you," Sly responded. Just then the door to the room opened and Mark slipped in, thinking he'd wake them if he wasn't quiet, but was surprised when he found them awake. The six looked at him, he wasn't dissimilar to the humans on Earth minus a few distinctive birthmarks on his face.  
  
"I thought you'd still be out," he commented.  
  
"We're incredible at reviving ourselves," Lone Heart told him.  
  
"Who are you all?" asked Mark, finally asking the question he wanted to know most of all. The six were accustomed to being asked this, so they weren't surprised he'd want to know.  
  
"We're members of CareFleet," Precious explained. "A federation of many friends and family who work together exploring space and aiding others. Of course that was till we had to lose those bad guys up there and ended up wrecking our ship."  
  
"It'll take ages to fix the Rainbow Rescue," the older blue Mare said shaking her head. "And our crew mates are probably having fits looking for us."  
  
"There are more of you?" asked Mark in surprise.  
  
"Tons," said the younger mare.  
  
"So, what are you called, I'm Mark."  
  
"Lt Sly Heart Coyote, pilot."  
  
"Lt. Comd Lone Heart Wolf, second in command and navigator."  
  
"Nurse Serenity Heart Horse."  
  
"Chief Engineer Birthday Bear."  
  
"Ensign Precious Heart Squirrel, communications."  
  
"Captain Sincerity Heart Horse."  
  
While the six talked to Mark in the way they were accustomed to talking with people, the four other ships had recently made it to their co-ordinates or where they had been. The S.S. Care-A-Lot came to a halt with the other ships behind it, and they all began searching for debris or something. Lt Friend Bear scanned the mass of space dust and the like around the area, hoping she wasn't going to find traces of what had been left of this mysterious ships bridge or something. The others were doing the same, while the S.S Clipper's crew kept watch for any enemies.  
  
"Anything?" asked Captain Wish Bear.  
  
"Nothing but space dust ma'am," Lt Share Bear responded as he hands fled over her panel. "Wait I'm picking something up."  
  
"On screen." The image of a rather unusual looking piece of metal or something badly damaged floated past the screen.  
  
"Analysis?"  
  
"Metal matches our ships ma'am, and there's some writing on it."  
  
"Can you magnify?" Share input some commands into her console and the piece was magnified many times over, and they could just make out the letters SCUE on it. Wish Bear recognized the slightly dusty writing, it belonged to the Rainbow Rescue.  
  
"Please say we haven't lost them," she whispered.  
  
"Captain Wish Bear," Tender Heart's voice called over the audio system. "We've picked up a plasma stream heading to the bluish planet closest to you, its plasma signature matches that of the Rescues."  
  
"We'll put her down," agreed the teal Bear.  
  
Several minutes later as all the Wishing Star set herself down, she was joined by the other crews. The S.S. Rainbow Rescue and the Wishing Star were the only ships that could land, so the others had to transport down, while the Clipper and her crew remained to protect their ships from any attack. They climbed the slight rocky terris and Ensign Playful Heart nearly tripped over a piece of metal. Bright Heart scanned it.  
  
"It matches our ships' metal structure," he told Admiral Noble Heart who'd come with them, leaving some of the members back on the station, along with Admiral True Heart. They carried on and soon came across what was left of the Rainbow Rescue. The ship was bent between two large rocks, and was partly face down in a large ditch, with it's bridge windows and in fact, most of the windows blown out, obviously from impact as the glass was all over the ground. The doors were dented and in some cases blown inwards from sudden dropping pressure.  
  
"My stars," Cheer whispered as she clambered over what had been one of the ship's nacelles. The item had broken off its support arm, and had fallen down the incline.  
  
"Life signs?" asked Noble Heart.  
  
"I'm not detecting any," Nurse Harmony responded. "But that doesn't mean anything, they may have managed to leave the ship."  
  
"Yeah, but look," Lt Friend Bear said motioning to the tracks.   
  
"Lord No Heart's dark troops," Tender Heart frowned. "They have the crew."  
  
"Nope, I'm picking up human energies here," Treat Heart countered. "It's possible they got help."  
  
"I sure hope the latter is true," Brave Heart motioned, and the others nodded in agreement.   
  
Back at the farm, Mark is talking to the crew members of the S.S. Rainbow Rescue as if they are best friends.  
  
"I gotta tell you. Before you six appeared in my life, I have no one to talk to. Well except for my uncle. But to tell you the truth, he isn't much of a friend let alone uncle," said Mark.  
  
"Why's that?" ask Sincerity Heart Horse.  
  
"Well, he's kinda mean. He doesn't want me to have fun, just work on the farm. Also, he never let me go anywhere not even for school. He wants me to stay here no matter what," Mark said sighing.  
  
"That's awful," exclaimed Birthday Bear.  
  
"I know. Sometimes I escaped reality by the way of dreaming. And each time, the dreams get better," said Mark.  
  
"What are your dreams?" asked Sly Heart Coyote curiously.  
  
"I dreamt that I was a Caring Guardian," said Mark proudly.  
  
"Caring Guardian. I think I heard of them," said Lone Heart Wolf.  
  
"Yeah. The books that belonged to my parents did wonders," said Mark. Then he looked sad at the thought.  
  
"Your parents?" asked Serenity Heart Horse.  
  
"Yes, my parents. They left me in care of my uncle when I was a baby. I never knew them. I don't know what happened because they haven't come back since. My uncle said they might have been too busy to come for me and probably don't care about me at all," Mark said sadly.  
  
"Don't say that. Your parents musta cared for you. Maybe they were detained in whatever they were doing," Sincerity Heart said putting her hand on his shoulder. "They would come back someday. I promised."  
  
"Thanks," said Mark with a smile. Then he got worried. "I think you better leave...quickly."  
  
"Why?"  
  
"You see, Uncle Paul do not want you here and if he comes back and you are still here, I will be severely punished," said Mark.  
  
"I don't understand," said Birthday. "Why doesn't he want us here?"  
  
"Because he said so. I don't know why. I guess it must be part of his bitterness," said Mark.  
  
Suddenly, vehicle noises can be heard outside the house. Mark grew even more worried.  
  
"It's Uncle Paul! You got to get outta here, my friends!" exclaimed Mark.  
  
Sincerity Heart Horse looks out the window and got worried also.  
  
"It isn't Uncle Paul but it's also a good reason to leave!" said Sincerity Heart.  
  
The others went to look out the window. They can see it isn't Uncle Paul, but a big alien freak in colonel uniform and a bunch of robotic troopers. He yelled instructions to them while getting out of his vehicle.  
  
"The tracks end here! Search the premises! They can't get away now!" yelled the colonel.  
  
"Who are they?" Mark said scared.  
  
"I know them. They are Colonel Tucker and his men. They are a part of Lord No Heart's evil men," said Sly Heart.  
  
"Lord No Heart?" Mark said even scarier.  
  
"The villain we been fighting to protect the caring in the universe. If they get us all, all hope is lost," Serenity Heart explained.  
  
"Then...then I can't let those fiends get you. Come on, we will go out the back way," Mark said trying to be brave.  
  
"But how will we get away?" Sincerity Heart asked.  
  
"You'll see."  
  
Outside, the Robot Troopers are searching the barns, silos, anything that is on the farm premises. Colonel Tucker is helping with the search.  
  
"Search the house! They are probably in there being help by someone found them! Get rid of whoever it is for all I don't care! Just make sure the crew are alive!" yelled Colonel Tucker.  
  
The Robot Troopers head for the house, weapons ready. Suddenly, a booming noise is heard.  
  
"What in galaxy is that?!" said the alien colonel alarmed.  
  
Suddenly some sort of vehicle appeared and zoomed by the bad guys. Colonel Tucker is startled but quickly see that the S.S. Rainbow Rescue crew was in the vehicle.  
  
"They are making a getaway! Get on the speedsters and go after them!" ordered the colonel.  
  
Four Robot Troopers ran for their speedsters to give chase.  
  
In the speeder that is escaping, Mark is at the wheel while the crew was in the back holding on for their lives.  
  
"Can you drive this thing?" yelled Sincerity Heart.  
  
"Drive yes. Brake no!" yelled Mark. "But at least we got away from those goons!"  
  
Suddenly a laser went past nearly hitting the speeder.  
  
"Or so I thought."  
  
The good guys turned around to see the robotic warriors flying behind them in speedsters.  
  
"Oh great! We just got to have them going after us," exclaimed Sly Heart.  
  
"What are they?" asked Mark.  
  
"They are Robot Troopers, robot warriors of Lord No Heart. They are programmed to follow orders and never give up!" yelled Precious Heart.  
  
Mark managed to outmaneuver the shots the Robot Troopers are firing at them. The good guys tries to speed ahead but no matter what, the Robot Troopers just continue to go after them, lasers blasting.  
  
"We can't lose them," Serenity Heart yelled, fearing that all hope is lost.  
  
"Let's see if those robotic goons can followed us through Cannibal Canyon," Mark announced.  
  
"What Canyon?!" Birthday said alarmed.  
  
Ignoring him, Mark moved the speeder towards a dreadful looking canyon. The Robot Troopers, still programmed never to give up, still gave chase. The canyon itself looks dreadful inside than it is outside. Now the chase got better for our heroes. One of the Robot Troopers didn't look in time and smashed into a nearby wall. The other three still survived and are still chasing them.  
  
"Better hold on! We are about to hit some bumps!" yelled Mark.  
  
Sure enough, the speeder hits some rocky bumps knocking out items (thankfully not any of the S.S. Rainbow Rescue crew) out of the speeder. Some of the items went into the motors of one of the Robot Troopers' speedsters causing it to explode. Another speedster ran into the speedster, making it exploded. Both Robot Troopers fall from their rides and smashed onto the ground. Only one more Robot Trooper is left as it resumes its chase of the good guys. It also continues shooting lasers at the heroes.  
  
"They never give up, do they?" asked Mark.  
  
"No kidding," remarked Serenity Heart.  
  
"Well, I hope it likes the whirlwinds because that is what he and we are about to get!" yelled Mark.  
  
The reason for that is they are heading for a whirlwind. They are getting sucked in pretty fast but luckily with help of his new friends, the good guys got away in time. The Robot Trooper isn't go lucky as it got sucked into the whirlwind and when it got out, it flies pretty fast far away from the canyon, never to be seen again.  
  
Mark and his friends escaped the Robot Troopers but another problem started as the speeder begins to make noises.  
  
"Uh-oh."  
  
"What is it, Mark?" asked the S.S. Rainbow Rescue captain.  
  
"I think we're about to run out of gas." Mark said.  
  
Then the speeder slows down and stops.  
  
"Correction: We are out of gas." The S.S. Rainbow Rescue Chief Engineer announced.  
  
Mark got scared.  
  
"Then we are in big trouble. Do you know why this is called Cannibal Canyon?" said Mark scared.  
  
"No, why?" asked the S.S. Rainbow Rescue nurse.  
  
"Them!"  
  
Vicious creatures appeared, spears at their sides. They look hungry and approached the heroes.  
  
"The Cannibal People. They feasted on any trespassers in their homeland." explained Mark ready for the worse.  
  
"Well, they aren't taking us without a fight!" announced Sincerity Heart. "Crew..."  
  
The S.S. Rainbow Rescue crew got into a line. Mark is wondering what they're doing just standing there.  
  
"Care Bear Stare..." said the crew.  
  
Beams come out of their tummies hitting some of the Cannibal People making them run away. Unfortunately, it only made the other Cannibal People more hungry, more vicious, and more angry than before.  
  
"We can't handle all of them," exclaimed the S.S. Rainbow Rescue second in command and navigator.  
  
"It looks like we will go down fighting." said the communications officer sadly.  
  
But before the ugly fight begins, a cloaked creature appeared out of nowhere making strange like noises. For some reason, it made the Cannibal People scared and caused them to run away. Once they are gone, the cloaked creature approached the heroes. Mark stood in front of them.  
  
"What...what do you want? What are you doing here?" asked Mark trying to be brave.  
  
Then the creature chuckled.  
  
"Why Mark, that is the question I was about to ask you." said the creature.  
  
"Huh?  
  
Then the creature removes its hood to reveal a white male Bear's head.  
  
"Do not worry. I won't hurt you all. Unless you are beings bend on destroying caring, but I do not sense that in you." said the white male Bear.  
  
Suddenly, Mark looks happy to see him.  
  
"Defender Bear! Oh, how am I so glad to see you!" exclaimed Mark.  
  
"Likewise, I'm sure. What are you doing here, Mark? You shouldn't be in Cannibal Canyon, especially with that you have just seen," said Defender Bear.  
  
"I didn't mean to. Me and my friends here were being chased by Robot Troopers," Mark said pointing to himself and the S.S. Rainbow Rescue crew.  
  
"I see. So you went in just to escaped them?" asked Defender Bear.  
  
"You might say that," Sincerity Heart said.  
  
Suddenly a growling echo is heard and Defender Bear got concerned.  
  
"We best get to my home quickly. The Cannibal People can easily be fooled but they will come back and bigger in numbers. Follow me," said Defender Bear.  
  
Defender Bear then waves for his friends to follow him then walks in a direction. The others, knowing it won't be wise to stay around, decided to follow him. On the way, Sincerity Heart talks to Mark.  
  
"Do you know him?" she asked.  
  
"Yes. He was a good friend despite being a hermit at times. I met him many months ago when he visited the farm. He was nice but my Uncle Paul doesn't like him for some reason. But he come back secretly though," Mark explained.  
  
Sincerity Heart nodded, but why would a Bear hermit hides out in a canyon of vicious creatures she doesn't understand.  
  
Defender Bear's home was nicer as Uncle Paul's farmhouse as they all came in. Defender Bear then served his guests some food since he figured they could be hungry after the trouble they been through today. In fact, they are hungry but chose not to be rude like eating their food greedily. Once they are done, they talked.  
  
"Tell me, why are you here besides escaping those Robot Troopers," Defender Bear asked.  
  
"Well, we were on a mission for CareFleet, but we were attacked by an evil ship that was waiting for us. We found out recently that it was part of Lord No Heart's fleet since those are his Robot Troopers, which are chasing us. Mark founded and saved us." Sly Heart explained.  
  
"Well then. You should be grateful, Mark. You finally found some friends." Defender Bear said smiling.  
  
"Thanks, but I wish it wouldn't be in a terrible way," Mark said.  
  
"We got two problems now. One, the S.S. Rainbow Rescue ship is a wreck, and two, Colonel Tucker, one of Lord No Heart's colonels, and his men are searching for us and whose knows what would happened if anyone else gets in their way." Sincerity Heart said scared for what might happen to the innocent.  
  
"At times like this, I wish I am a Caring Guardian," Mark said sighing.  
  
"Really? What do you know about the Caring Guardians?" asked Defender Bear, interested all of the sudden.  
  
"Well from the books I read, they saved the love and feelings from those who wishes to destroy it. In fact, one of them is very great and wise. His name, I believed, was Phoenix Audubon," Mark said recalling the stories.  
  
Defender Bear chuckled.  
  
"What?"  
  
"Well well, Phoenix Audubon. Now that's a name I haven't heard in a long time, a very long time," Defender Bear said nodding.  
  
"Well, I don't think you would see him around. My Uncle Paul said that he died a long time ago," Mark said.  
  
"Oh he isn't dead, not yet," Defender Bear said.  
  
"He's alive??? Do...do you know him?" asked Mark.  
  
Even the S.S. Rainbow Rescue crew wondered what Defender Bear is going to say.  
  
"Of course, I knew him. He's me," Defender Bear said pointing to himself. Mark and the S.S. Rainbow Rescue crew look on in disbelief. "I haven't gone by the name of Phoenix Audubon since you were a baby."  
  
"You...you were a Caring Guardian?!" Mark asked surprised.  
  
"Yes, indeed I am," nodded Defender Bear AKA Phoenix Audubon.  
  
"Wow. I never expected that you were once a guardian that protected all of caring a long time ago," said Mark disbelief.  
  
"The Caring Guardians, as everyone who may or may not remembered, protected the caring and all who wanted it against the forces of evil who wishes to destroy it. We were around long before CareFleet even existed," Defender explained.  
  
"Wait, if your group been around a long time ago, why aren't you even old?" asked Birthday Bear puzzled.  
  
"Oh yes, I get that question sometimes. You see, I am also part phoenix so when I get old and died, like a phoenix I rise from the ashes to start all over again but with the same abilities and stuff like my previous form," Defender said.  
  
"Well, that explains it," Sincerity Heart said.  
  
"Yes, I used it during my time as a Caring Guardian and very well. Until the dark times, before the coming of Lord No Heart," Defender said grimly.  
  
"What? What happened to the Caring Guardians? I never knew because it was never mentioned in my parents' books," asked Mark.  
  
With a sigh, Defender continued.  
  
"You must understand this well, Mark. I used to have an apprentice named Light Heart Bear, a skill Bear and very powerful with the powers of the Heart," Defender began.  
  
"The Heart?" Serenity Heart interrupted.  
  
"Yes, while many people considered as what is inside, it is also a power that can be a good weapon if used properly. As I was saying, Light Heart Bear was also a good pilot and a good friend. Unfortunately, he soon became corrupted by the darkness of the Heart. There are two sides, the lightness in which all love and caring comes from, and the darkness, which unfortunately corrupted my former apprentice. He became an evil monster named Dark Heart Bear," Defender grimly continued.  
  
"That's awful," Sly Heart said shocked that a Caring Guardian or Bear would fall to the darkness.  
  
"Yes. He then became an apprentice to another evil being of darkness, Lord No Heart. Yes, the leader of the No Heart Empire. With that empire, he has hunted down all the Caring Guardians but a few including me."  
  
"Did...did he..." Mark stuttered.  
  
"No, worse. He took all the love and feelings away from the Caring Guardians he took on. Now they are nothing more than dark minions of Lord No Heart with little to no chance of changing back," Defender concluded.  
  
"That may be one of the reasons CareFleet was made," Precious Heart guessed.  
  
"Yes, while the Caring Guardians were no more, CareFleet began from where they left off. Now if Dark Heart Bear is involved, it will be difficult to defeat him," Defender said.  
  
"Even so, maybe we won't confront him if we get off this planet and now before Colonel Tucker send more of his Robot Troopers after us," Lone Heart said.  
  
"I'm afraid I can't let you leave. It's getting dark soon and the Cannibal People increased their numbers at that time. No, I suggested you stay here. My home will be your home until morning," Defender said so to protected his guests.  
  
"Wait, since you lived here, won't the Cannibal People attack you here?" Mark asked.  
  
"That may be true, but the powers of the Heart keep them away. The Cannibal People do not liked caring of any kind, so we are safe here," Defender said.  
  
"That's good to know," Sincerity Heart said still uncertain.  
  
At the farmhouse, Uncle Paul's vehicle arrives and stops. He got out and begins to grumble.  
  
"That no good merchant tries to cheat me. It's a good thing I threaten to call the authorities on him or he'll been to prison by now." grumbled Uncle Paul.  
  
He heads to the house. He also wonders if his nephew Mark has gotten rid of the animals by now. While Paul was mean to him, he couldn't help it. He was bitter for a good reason, add the fact that he gotten old and that twice the bitterness. Paul sighs. Sometimes, it's difficult raising a nephew whose parents...but Paul tries not to think about that as he opens the door. But inside, someone's waiting for him but it's isn't Mark.  
  
"What is this?!" Paul said shocked.  
  
"Seize him!"  
  
A bunch of robotic creatures appeared and grabbed Paul. A big alien freak in colonel clothing appears in front of Paul.  
  
"Who are you?! And what are you doing in my house?!" Paul demanded.  
  
"I asked the questions here, human! Take him to the S.S. Darkside! Dark Heart Bear and I got some questions to ask of him," Colonel Tucker ordered.  
  
*********  
  
Chapter 3: A pilot and his Pikachu  
  
Back in Defender Bear's home, all of the S.S. Rainbow Rescue crew is asleep despite the fact that they were worried that the Cannibal People will strike at any given time. Defender Bear, still awaked, looks at them in wonder. It's been a long time since he been with creatures of his own kind as well as other animals. He sighs since he remembers the good old days being with the other Caring Guardians. Long before his apprentice betray them all and became an apprentice of the evilest monster in the galaxy. His attention then turns to Mark who is currently asleep. He can sense great power coming from the boy. He knew this all the time since Mark was a baby. With his curiosity and kindness, Mark has a destiny of his own. Defender decides to head straight to sleep, planning to make his decision in the morning.  
  
In the morning, when it is safe to go outside since the Cannibal People's numbers decreased, everyone has breakfast. After they have eaten, Defender makes an announcement that startled them.  
  
"Mark," Defender said.  
  
"Yeah?"  
  
"You will need to be trained in the ways of the Heart if you are to help your friends defeat the No Heart Empire," Defender said.  
  
"What?! But...but I can't! I got to get home, I am in deep water as it is." Mark said worried what his Uncle Paul would say when he comes home and Mark isn't there.  
  
"I need your help, Mark, they need your help," Defender said pointing to the S.S. Rainbow Rescue crew.  
  
"You're coming with us?" Sincerity Heart said surprised.  
  
"Yes. Since Dark Heart Bear is involved, you will someone in the ways of the Heart to confront him if or when that time comes. But I can't do it alone. And since Mark is now a target for his way of helping you, he must come with us. I will trained him like I said," Defender explained.  
  
"But why? I'm only a human," Mark said.  
  
"Back then, some humans were Caring Guardians too. Now this is the chance to fulfill your dream. Yes, I knew of it since I kept watch on you for a long time," Defender said.  
  
Mark struggles with his thoughts. Then he spoke up.  
  
"I can't get involved. I mean that doesn't mean I liked the No Heart Empire, I hated it. Besides, wars or battles doesn't mean anything," said Mark.  
  
"That is your uncle talking. He just wanted to stay out of things that don't concern him. But tell me, does it concern you?" Defender said.  
  
"Well, yes," Mark said. "But even if I do want to go, what will my uncle do?"  
  
"Trust your feelings. You know the right decision," Defender said.  
  
The S.S. Rainbow Rescue crew looks from each other to Mark. What decision will he make?   
  
Somewhere in space there is an evil battle station. Unlike the one run by the CareFleet, this one is huger and evil looking like the Death Star. Ships fly around or into it. Inside in one of the rooms of the beast, a meeting is taking place.  
  
"Once all the Care Bears are ours, no one will stop us from taking away caring throughout the galaxy," one of the head minions said.  
  
"Even if we didn't get them all, they won't stand a chance against our ultimate weapon that is the Uncaring Star," another said.  
  
"Yes, now that this battle station is functional, we can use it to suck all the caring anywhere we want," a third one said.  
  
"Yes, my minions," Lord No Heart said quieting them. "This weapon of mine is the best idea yet. As long as those Care Bears don't find out about its weakness, there is nothing they can do to stop us now.  
  
"Speaking of which, how goes the hunt, oh great master?" the first head minion asked.  
  
"Perfect. I will have them soon," Lord No Heart said evilly.  
  
"What are you kidding? So far those pirates Shreekly and Beastly had yet to get them. Do we have to depend on those fools?" asked the second head minion.  
  
"Not to worry. I have sent Dark Heart Bear to get the job done. I had yet to hear from him so I don't know what his progress is," the evil being said.  
  
Just then, Dark Heart Bear's image appears on the monitor in the room.  
  
"Lord No Heart."  
  
"Ah, this should be it now. What is your report?" asked Lord No Heart.  
  
"The S.S. Darkside have shot down the S.S. Rainbow Rescue ship and it crash-landed on one of the planets nearby. It won't take long for Colonel Tucker and his men to find them. Also, I'm evilly reporting that the other Care Bear ships are where we are right now," Dark Heart Bear said.  
  
Lord No Heart smiles evilly and begins to speak.  
  
"Get them. Get them all."  
  
"Yes master."  
  
Then Dark Heart Bear's image disappears. Lord No Heart then gets up.  
  
"That is all I need to hear. I shall be leaving to head to my home planet. Make sure that the Uncaring Star gets at least one target," Lord No Heart.  
  
"Yes Lord No Heart," the minions said.  
  
Back on Mark's planet, Defender is driving Mark and his friends with his vehicle. Luckily Defender knows of a shortcut out of the canyon so they won't have to worry about the Cannibal People. Mark is thinking about what Defender said. He sighs.  
  
"I don't know about this," Mark said.  
  
"We will understand if you don't want to help. You got your uncle to worry about," Sincerity Heart said calming him with her hand.  
  
"But you must think about the dangers of your decision, young one," Defender said. "I may be skilled but sometimes my skills aren't enough."  
  
"Well, can we have least go home first and see what my uncle has to say?" Mark said. "He may be mean but he's the only family I have left."  
  
"Very well then," Defender sighs.  
  
They drove around until they can Mark's home in the distance. Or is it? Mark gasped as he sees smoke in the background.  
  
"Faster! Quick!" Mark yelled.  
  
Defender did so and once they made it to the farm premises, Mark jumped out of the vehicle and runs towards his home. Everything around is now a totally wreck. The barn and house looks like it was set a-blaze. Mark stays away from the smoke as he looks around for his mean yet sometimes concerned uncle.  
  
"Uncle Paul! Where are you?!" Mark yelled frantically.  
  
He searched but his uncle is nowhere on the premises. He then falls to his knees and cries. After Defender's vehicle has stopped, his friends got out and go over to comfort him.  
  
"What happened?" asked Sly Heart.  
  
"My uncle Paul is gone," Mark said with a sniff.  
  
"This must be the work of the No Heart Empire," Precious Heart concluded. "After all, they were still here when we left."  
  
Mark felt that this is his fault. If he hadn't escaped, his uncle would still be around and not in the clutches of Colonel Tucker and his men.  
  
"There's nothing you coulda done have you been here, Mark," Defender said. Mark looks up to his friend. "You mighta been hurt or worse and your friends would have now been in the hands of Lord No Heart by now."  
  
Mark got up and got a look of determination of his face.  
  
"I want to go with you. There's nothing for me here now. I want to be trained in the ways of the Heart so I can make this Lord No Heart pay for what he done."  
  
Vengeance isn't always a good tool, but the Care Bears knew better than to interrupt.   
  
Meanwhile the other crews of the other ships are still looking for the S.S. Rainbow Rescue crew.  
  
"I really sure hope Lord No Heart's men didn't get them," Cheer said worried.  
  
"Don't worry, Cheer. If we're lucky, a human may get them safe from harm," Champ assured her.  
  
"Well, what I don't figured out if how Lord No Heart's men were able to attack so quickly. The S.S. Rainbow Rescue was supposed to be secret." Grumpy grumped.  
  
"Grumpy, sometimes a secret can easily be spilled out. Somehow or another, Lord No Heart found out." Noble Heart explained.  
  
"Well, that doesn't make it easier for both us and them."  
  
"Don't be grumpy, Grumpy," Friend Bear said. "We're all Care Bears. We will always find a way out of trouble. And also we're..."  
  
"Surrounded!"  
  
The crews quickly were startled as Robot Troopers appeared surrounding them, laser guns pointing at them. They quickly realized that they're outnumbered. Colonel Tucker appeared.  
  
"Well, well. I expected sooner or later you would show up," Colonel Tucker said with a laugh.  
  
"You won't be laughing once..." Tender Heart began.  
  
Colonel Tucker interrupted him. "Your pals at the S.S. Clipper help you? Ha! Even as we speak, Dark Heart Bear and his men are boarding it right now, assaulting and capturing its crew!"  
  
"But how?" asked a shocked Brave Heart.  
  
"Never you mind, fools!" Then to his men, "Take the crews to the S.S. Darkside! Lord Dark Heart Bear would want to see them."  
  
"Lord who?!" asked Wish startled.  
  
But once of the Robot Troopers poked her with its gun forcing her to be walked away by Tucker's men. The evil colonel chuckled evilly.  
  
"That leaves only one crew to find."  
  
Defender, Mark, and the S.S. Rainbow Rescue crew are currently on a cliff that is overlooking a city.  
  
"You think we will find help here? Shouldn't we wait for the others?" asked Sly Heart.  
  
"We don't know if or when they will get here and I feared Dark Heart Bear have got them before they find us. We can find help here," Defender said.  
  
"What is this place?" Mark asked.  
  
"New Whackopolis. You won't find the best or nastiest pilot on the face of the planet. We best be careful," said Defender with precaution.  
  
They got back in the vehicle and drove off and into the city itself. The city is crowded with people going to places, vehicles driving, the usual. The heroes drove around until they see two Robot Troopers up ahead.  
  
"Oh no. Lord No Heart's men," Serenity said fearing the worst.  
  
"Don't worry. Let me and Mark handled this," Defender assured her.  
  
Soon the Robot Troopers stops them.  
  
"Okay, where are you going with these creatures?" asked one of a few Robot Troopers who could talk.  
  
"Anywhere and nowhere," Mark said with a shrug.  
  
"They're our pets so we are going to take them to a vet," Defender explained.  
  
"Well, show us their ID," said the Robot Trooper though it looks like he demanded more than asked.  
  
Calm, Defender waves a hand in front of the Robot Trooper.  
  
"You don't need to see their ID," Defender said.  
  
"We don't need to see their ID," the Robot Trooper said as if in a trance.  
  
"They aren't the crew you are looking for."  
  
"They aren't the crew we are looking for."  
  
"We are free to go at any time."  
  
"They are free to go at any time."  
  
"Off we go."  
  
"Off you go."  
  
With that, Defender drove the vehicle away from the Robot Troopers. Mark look puzzled as to what happened. As soon as Defender finds a parking spot to park the vehicle, Mark began to question Defender.  
  
"What happened? I thought we are done for," Mark exclaimed.  
  
"The Heart has many powers, including the power to control the weak-minded including the robotic ones," Defender explained.  
  
"Well, I never expected it," Lone Heart said amazed.  
  
"What we can find is in there," Defender said pointing to a nearby building. "But we best to be careful. This place can turn ugly any moment."  
  
"In that case, be careful, crew," Sincerity Heart asked.  
  
The inside of the place looks worse than the city outside. Ruffians and so forth are in there talking and doing other stuff. The heroes come in and look either shocked or used to what's inside. As they go in, they are stopped by a rough voice.  
  
"Hey, we don't serve their kind here!!!"  
  
This is coming from a big nasty looking guy behind a counter. Even some of his customers who seen them agreed with him.  
  
"Who me?" asked Mark puzzled.  
  
"Your animals in those weird looking uniforms! Make them wait outside, we don't want them in here!!!! Your friend in the cloak can stay though," snapped the guy.  
  
"Uh, Sincerity Heart, you and your friends better go outside. We don't want any trouble. Make sure you hide, okay?" Mark asked.  
  
"Well, this is the second time we aren't wanted anywhere on this planet," Sincerity Heart said with a sigh.  
  
The S.S. Rainbow Rescue crew left as Defender and Mark went into the place. As the two separated to look for help, Mark goes up to the bar to ask the guy for some help. The guy ignored him. Just then, someone calls behind Mark.  
  
"Hey kid! I was here first!"  
  
Mark turned to see a furry liked creature in a weird outfit looking angry at him.  
  
"Oh. Sorry," Mark apologized.  
  
Before he can go, he is stopped by a mean-looking girl wearing the same type of clothing the furry liked creature was wearing.  
  
"Beastly doesn't like you," the girl snapped.  
  
"Sorry again."  
  
"I don't like you either! Better watch it, we got angry since Lord No Heart removed us from our assignment," the girl shrieked.  
  
"Okay, I'll be careful."  
  
"You'll be hurt first, kid!" snapped the girl.  
  
Before the conversation gets ugly, Defender appears.  
  
"If you kindly leave my friend here alone, I think we can resolved this without any trouble," Defender said calmly.  
  
"A Care Bear! Get him Beastly so Un...err, I mean Lord No Heart can get him!" shrieked the girl.  
  
"With pleasure, Shreeky!" yelled Beastly.  
  
Beastly gets his ray gun out and prepares to fire out.  
  
"No ray guns, no ray guns!" yelled the tough looking guy as he dodges under the bar.  
  
But Defender was more quick as he quickly takes out a weapon and slices Beastly's gun with it making it useless. Defender is holding some sort of saber, except the blade is glowing like energy and the handle is metal. Shreeky and Beastly, knowing they can't win, backs off. Everyone got shock by the event. Calmly, Defender turns his weapon off and puts it away. Just like that, everyone went back to what they're doing as if nothing has happened including the tough looking guy.  
  
"What was that?" Mark said amazed.  
  
"That is a Caring Saber, a weapon of the Caring Guardian. Speaking of which, I got one for you to use to trained as a Caring Guardian," Defender told Mark.  
  
"Really? Great!" Mark said happily.  
  
"Before we get to your training, I think I found us some help. Come on."  
  
As the Bear and the boy walked away, Shreeky and Beastly were plotting.  
  
"Beastly, this will finally be our chance to get back in favor with Lord No Heart," Shreeky smiled evilly.  
  
"But how? You saw what that Bear can do," Beastly protested.  
  
"Well, we have to do better. Come on furball," Shreeky said dragging a protesting Beastly with her.  
  
At a table, a man in pilot's clothing and a small like creature sitting next to him waits for Defender and Mark as they come up to him. The man spoke up.  
  
"Hello, my name is JusSonic, owner of the U.S. Cool and this is my friend Pikachu," the man said.  
  
"Pika, pika," said the small yellow creature.  
  
"My name is Defender Bear and this is my name Mark. We need your help," Defender said.   
  
Meanwhile the crew of the S.S. Rainbow Rescue were still standing in the dark alley way watching a couple of cats fight over some fish bones, or something akin to fish bones anyway. Although they weren't too sure they were cats either. Lone Heart dusted some dust out of her fur and leant against the wall, staring into the sky. The strange dark clouds shone in the abnormally dark sky blue sky, making it seem creepy. The others were bored too, they could do nothing right now. Not save their friends or do anything to help them. Sly Heart stood arms folded, eyes closed in deep thought. Precious Heart was perched on a small block of concrete brushing at her tail aimlessly, Birthday Bear stood contemplating warp core variations while the sibling horses talked between themselves.   
  
Up in Lord Dark Heart Bear's ship, the whole of Care Fleet, well nearly all of them stood in a cell staring at the blank walls and the energy bars keeping them prisoner. Loyal Heart kicked the ground sharply, not worrying that it hurt to do so. He was upset that his ship had been boarded, the strongest of all the ships to.  
  
"Loyal calm down," Friend Bear calmed. "You couldn't help it, we and you were just outnumbered."  
  
"I'm not concerned about that, well I am but its other things too," Loyal Heart told her.   
  
"Like what?" asked Share Bear.  
  
"Like we couldn't find the Rainbow Rescue's crew. Goodness knows what could have happened to them." The others had to agree there, they didn't know where they were or if they were still alive. That chilled them to the bone. They were about to discuss it even more when the energy bars dropped, and Mark's uncle was thrown in with them. They all looked at each other in surprise, or in Paul's case, a glare.  
  
"Figures you'd have something to do with this," he told them. "I told Mark not to bother with your kind."  
  
"Pardon me?" asked Bright Heart.  
  
"You're just like those other six."  
  
"Six? Are those six all right?" asked Noble Heart instantly.  
  
"Don't know, couldn't care less," was the response. Cheer, Wish and several of the others shivered, talk about cold. Paul snorted and went to sit up a far corner away from them, but at least they knew know that it was possibly the crew was still alive.  
  
Back in the alley, Lone Heart had had just about enough of waiting around like a helpless, not to mention useless care fleet officer. She pushed herself off the wall and walked to the edge of the alley, much to her friends' surprise.  
  
"Where are you going?" Sly enquired.  
  
"To save our friends, we're on our own with this one. I don't know what Defender is planning, but our family is in danger. It's not just colleagues and friends now, its family. It's personal."  
  
"I agree," Serenity agreed in her soft voice. It took a moment but the others agreed too, even Sincerity had to agree that it was about family now. As far as it went the care bears and their cousins were family first and not just colleagues. That agreed they headed out of the alley as quickly and as discreetly as possible, hoping they wouldn't have any trouble and luckily they got out of the city easily enough. It did help with being the Rainbow Rescue's crew for so long, that they'd picked up some new abilities themselves. Sure they had their own skills like jumping, and Serenity Heart was a fast runner anyway, but the ship's speed and secret ability had rubbed off on them.   
  
"We're out and back in a desert, now where do we go?" asked Birthday Bear.  
  
"Back to the ship," Sly responded. "I know how to fix her as good as new."  
  
"This I have to see," Precious commented as they took off in a run.  
  
Back in the city, Defender Bear and Mark had finished explaining to their newfound allies what they needed to do and how he could help them. The man nodded in understanding and got up, ready to help them. They headed to the alley quietly to fetch the care fleet crew but found they were gone.  
  
"Where are they?" asked Mark.  
  
"Don't have a clue," Defender responded.  
  
"Pika, Pik, Pika, Pikachu," the yellow creature chirped. JusSonic looked at the creature on his right shoulder.  
  
"Pikachu says he saw six figures leave about half an hour ago."  
  
"Probably gone to see if they can help alone," Defender mused. "It is their family in trouble after all. Come on." He took off quickly, with Mark, JusSonic and Pikachu behind him.  
  
The crew had had a lot of trouble finding their ship; it wasn't guarded and there was no one around now. From the looks of it the evil forces had given up looking for them, all the better for them really. From the looks of it and the feeling in their air, another ship had landed, possibly one of their own or another ship but it was gone now.   
  
"I'm glad we remembered what a specific rock looked like," Birthday motioned. "Or we'd have got lost by now."  
  
"That and Sly has an incredible sense of smell," Lone Heart grinned. Sly smiled as they walked over to the ship. They didn't know it was so badly damaged; their lovely ship was a severe wreck and if they could fix it it would be one heck of a miracle. They could see now why it had been left, it didn't look like any part of it could be used anymore, so salvage wasn't worth it. Sly Heart thought otherwise told them his plan and they all agreed it was worth a try. Lining up they gathered every ounce of strength they had, and their symbols lit up. Beams of rainbow colored light surrounded the ship, and as if they were fixing small things as they used to at home the ship began to take form again, the beams acting as welders to fix the broken parts. The rest of the ship fixed itself, until it was as good as new.   
  
"Well done Sly Heart," Sincerity congratulated. Sly Heart blushed as they headed aboard their fixed ship. It started up easily and smoothly, as if it was having its first trip out of space dock.  
  
"Ok everyone, we have to come up with a strategy when we catch up with that ship," Precious nodded as she started up the comm panel.   
  
"First let's get up into the air," Sincerity noted as she sat in the captains seat. "Activate engines and let's get off the ground."  
  
"Aye mam," the crew all stated, going straight to professional mode.   
  
Back in the city, the four head to Defender's parked vehicle as they discuss their plan.  
  
"It's best if we head to their ship, Mark. They are probably gone there since it is one of the least places Lord No-Heart's men would look. Do you know where it is?" Defender asked.  
  
"Yes. I can direct you there myself." Mark said.  
  
"While you two go to your friends' ship, me and Pikachu will heads to the U.S. Cool. We will meet up with you two when we can." JusSonic replied.  
  
"Pika, pika, pika pi." Pikachu commented.  
  
"Good. Let's get going before No-Heart's men finds them." Defender said.  
  
With that, the bear and his friend drove off in Defender's vehicle. The other two head to go to their ship.  
  
"Pika, pika, pikachu. Pika pika, pika pi?" Pikachu asked.  
  
"Yes, I know I shoulda asked how much they are willing to pay but I don't think I have the heart to do that. And yes, I know Lord Genghis the Blob wants his money or my head is his but we will resolve that problem later. Come on, let's go." JusSonic said.  
  
Unknown to the four, they were spotted by the Robot Troopers being helped by two certain space pirates.  
  
"If you could followed the bear and the kid, they will lead you to the S.S. Rainbow Rescue crew." Shreeky instructed.  
  
"Good job, girl. We will inform Lord No-Heart of your help. Come on, men." the head of the Robot Troopers replied.  
  
The Robot Troopers head to their speedsters to follow quietly the two Shreeky mentioned. Once they are gone...  
  
"You sure this would put us back in the favor of Lord No-Heart?" Beastly asked.  
  
"It better. No way no annoying dark bear would think he is better that us." Shreeky shrieked.  
  
Back on the S.S. Rainbow Rescue ship, just as the crew is getting ready to leave, the ship's pilot got some thoughts.  
  
"Captain?"  
  
"Yes Sly Heart?" Sincerity Heart answered.  
  
"I'd been thinking. Shouldn't we say goodbye to Mark first? I mean, he done so much for us and I think it would be wrong if we leave without thanking him for his help and saying goodbye." Sly Heart explained.  
  
"Sly Heart is right. Now that I think about it, we shoulda done it back in New Whackopolis. I betcha he thinks we weren't grateful for his help." Lone Heart backed her friend up.  
  
"Well...I guess we could say goodbye to Mark before we leave. Get the ship ready so we could go find Mark." Sincerity Heart said.  
  
"Wait. I heard some noises approaching the ship, captain." Precious Heart said.  
  
Indeed the noises are getting louder and coming close.  
  
"It's either our friends our Lord No-Heart's men. Best we be careful. We don't want any more trouble than we have today." Sincerity Heart instructed.  
  
Outside, Defender and Mark are coming closer to the S.S. Rainbow Rescue and stopped. The two got out.  
  
"Good thing I remembered where I found it. But I'm surprised. Their ship was a wreck last time I saw it." Mark said amazed.  
  
"Your friends musta use their powers to restore it to normal. I guess we coulda gone here to begin with, but still we will helped them in their time of need." Defender replied back.  
  
Just as the two approached, the S.S. Rainbow Rescue crew came out. They breathed a sigh of relief. For a minute, it looks like they thought it was someone else.  
  
"Thank goodness we can see you again before we leave, Mark." Serenity Heart said with a sigh.  
  
"What do you mean? Are you saying...?" Mark begins.  
  
"We're sorry we left you behind but our family was in danger. It's personal you got to understand. Before we go, we liked to thank you for all your help in saving us from Lord No-Heart's troops." Sincerity Heart said.  
  
Mark looked sad but nodded with understanding.  
  
"I guess you don't want me to come either?" Mark asked.  
  
"Well it's not that, it's just we don't want you to get hurt during our conflict. The problem is that Dark Heart Bear's ship that attacked us earlier may still be up there." Birthday said grimly.  
  
"Even so, we are still coming with you. There are things more important in the world. Family, love, and friends are some of them." Defender said.  
  
Sincerity Heart paused, wondering whatever or not they should let Mark come. But before she could respond, a laser bolt nearly hits the family.  
  
"We're under attack!" screamed Serenity Heart.  
  
Indeed, the Robot Troopers arrived on the scene, lasers blasting at the heroes. The S.S. Rainbow Rescue crew ran inside the ship. Defender took his Caring Saber out and defended himself from the lasers. Mark still stood there, not knowing what to do.  
  
"Mark!" yelled Defender. "Get on and tell them to take off! Don't worry about me!"  
  
Mark, still worried, ran inside the ship. Inside, Mark ran around the ship until he finds the control room of the ship.  
  
"Phoenix Audubon said we have to leave without him!" Mark yelled over the noises outside.  
  
"But..." Lone Heart started.  
  
"Look he said not to worry about him! He wants us to go before we get caught! Now let's move!" Sincerity Heart ordered.  
  
Outside, as Defender continues defending, the S.S. Rainbow Rescue ship begins to lift off the ground and into air but not too high as it was 2 feet above Defender. Defender cringes as he got a hit in the arm by a laser bolt.  
  
"Minions of Lord No-Heart and Dark Heart Bear, I will fight to make sure my friends remain safe even if I died to do so, so go ahead and try!" Defender said.  
  
Of course, he knew he wouldn't last too long in the battle. But just before life was about to end for the Caring Guardian, laser fire appeared outta nowhere and wiped out some of the Robot Troopers.  
  
"What the...?" Defender said surprised.  
  
Sure enough, another ship appeared. It looks smaller than the S.S. Rainbow Rescue but it has a speaker on top of it. A familiar voice spoke out of it.  
  
"Hey Defender! Get ready to leave!"  
  
Defender smiles.  
  
The reason for the smiles is the owner of the ship inside is none other than JusSonic who is pressing the laser fire to bring down the Robot Troopers.  
  
"Pika pika pi!" Pikachu chirped.  
  
"We'll take care of the evil forces." JusSonic approached as he continues saving his pals.  
  
Back outside, Defender uses the power of the Heart to leap into the still-opened door of the S.S. Rainbow Rescue ship. As soon as he's in, the ship's door closes and the ship heads straight up to leave the planet. A few seconds later, the Robot Troopers are down on the ground and the U.S. Cool follows the S.S. Rainbow Rescue ship. In space, the S.S. Darkside is nowhere around but the good guys didn't bothered to look around for it as they leave the planet's atmosphere.  
  
In the control room, Defender sit down, tired from the battle. Mark and the crew members as soon as the ship is in auto-pilot goes over to him.  
  
"Phoenix, you nearly died! Are you okay?" asked Mark worried.  
  
"Yes, you see I not powerful as I used to be. Oh, and do not worry about me dying as since again I am part phoenix, I have the ability to come back to life from the ashes." Defender said trying to relay their worry.  
  
"Well still, you shouldn't do something like that again. Who knows, you might not come back again." scolded the ship's nurse.  
  
"Hey, anyone there?"  
  
The call is from the ship's radio since it can also communicated with other ships. Precious Heart goes over to answer it.  
  
"Yes. Thank you for saving our friend Defender, whoever you are." said Precious Heart since she has yet to meet the stranger.  
  
"Well, my name is JusSonic and my name Pikachu would like to say hi." JusSonic reply on the radio.  
  
"Pika, pika, pikachu." Pikachu answered.  
  
"Well, as captain of the S.S. Rainbow Rescue ship, I suggested you parked your ship inside the S.S. Rainbow Rescue's dock as not to attract any attention." Sincerity Heart suggested getting into the conversation.  
  
"Yes madam." JusSonic answered.  
  
"Lone Heart, Precious Heart. Prepare for Mr. JusSonic's arrival. He deserves a warm welcome for his help."  
  
"Yes captain." replied the two.  
  
"Now it's time to begin your training, Mark, which reminds me..."  
  
Defender got up and takes out another Caring Saber and hands it to Mark. Mark's eyes widen as he turns it on. Unlike Defender's which blade is blue, Mark's green.  
  
"It's best to be careful with that thing. I will teach you how to use it properly including the powers of the Heart." Defender instructed.  
  
"Yes sir." Mark whispered.  
  
*********  
  
Chapter 4: Meeting up with the others  
  
Elsewhere, the S.S. Darkside ship, Lord Dark Heart Bear's ship, is heading towards the wicked battle station known as the Uncaring Star...   
  
When the S.S. Rainbow Rescue made it to space, they got a good surprise, and a bad one: The good surprise was that the S.S. Darkside was leaving the area, and didn't even notice them. The bad surprise was that all the other ships of CareFleet were attached to the DarkSide, obviously captured.  
  
Before the S.S. Darkside docked with the Uncaring Star, Dark Heart Bear went for a visit in the ship's prison.  
  
"The crews of every ship save the Rainbow Rescue are here, Lord Dark Heart," boasted colonel Tucker. "We also have admiral Noble Heart, and a man who is probably involved with the crew of the Rainbow Rescue. Their tracks lead to his house.  
  
-Excellent. I will handle the interrogations myself."  
  
The members of CareFleet all felt cold shivers when they saw the colonel and the arch-villain enter the prison. He looked a bit like a Care Bear - but he seemed COLD. CRUEL.  
  
"Who...who are you?" asked Wish.  
  
"He's Dark Heart Bear," said Noble Heart. "He was among the predecessors of CareFleet - the Caring Guardians. Then, during the period when Lord No Heart consolidated his power, he switched sides for unknown reasons, becoming the most dangerous agent of the No Heart Empire.  
  
-Correct, admiral. I see you've learned your History quite well" mocked Dark Heart. He surveyed the prisoners. Most of them gazed at him with fear; Noble Heart looked at him with contempt...but there was also a human, who looked at him with hatred. He seemed strangely familiar...  
  
"Who are you?" he asked the human.  
  
"Don't even recognize me, traitor?!" Paul burst. "I've never forgotten what you did to us!"  
  
Dark Heart hesitated for a second, then said: "But of course! You're Paul, Carl's brother! Small universe, I guess...although I'm surprised you'd help CareFleet, after that.  
  
-What are you talking about?! I never lifted a finger to help them!  
  
-And yet, the tracks lead to your house. A relative of yours, perhaps?"  
  
At that point, Paul realized it would probably be better to hold his tongue.  
  
"Colonel Tucker, take the human for interrogation, and make him tell us all that he knows. As for admiral Noble Heart - I want him to witness first-hand the first test of the Uncaring Star."  
  
The U.S. Cool, attached to the S.S. Rainbow Rescue, moved at high speed through space. JusSonic and Pikachu had introduced themselves to the crew, and Defender was giving lessons to Mark.  
  
"You see, your feelings and caring can be used as powerful tools. But remember - it's a slippery slope, because it's even easier to use negative feelings. Anger, hatred and the such are equally powerful, and at times, more tempting. That's how my old student, Light Heart, became corrupted - and even if I suspect Lord No Heart helped a lot, it's possible for anyone to fall to the dark side. That's why you must be careful, and not let your anger get the best of you.  
  
-This whole "Heart" thing - " interrupted Birthday Bear - "it doesn't sound so different from our Care Bear Stare.  
  
-It's the same principle, only taken a step further, and with no need for tummy symbols" explained Defender.  
  
In the meanwhile, JusSonic and captain Sincerity were talking strategy.  
  
"We're far enough behind the Darkside that they can't detect us. We'll just follow them wherever they're going, then we'll have to find a way to save everyone else."  
  
While the S.S. Rainbow Rescue was trailing the S.S. Darkside, it was itself being trailed by an even smaller ship. It was manned by two agents of the No Heart Empire.  
  
"Shreeky, Lord No Heart rewarded us for the info by giving us this scout ship. Why don't we just report that we've found the S.S. Rainbow Rescue? They'll get captured, and we'll get rewarded even more!  
  
-Because, furball, the closest Empire ship is the S.S. Darkside, and if we report now, the commander of that ship will capture them!  
  
-So?  
  
-The commander of the Darkside is Dark Heart Bear, you dolt! He'll get half the credit! Instead, we'll just follow them, then, when they try to do something, we'll ambush them - and get all the credit ourselves!  
  
-Yeah, like that ever worked before" mumbled Beastly. Luckily for him, he had spoken too softly for Shreeky to hear him.  
  
Meanwhile, onboard the S.S. Darkside, an imperial officer addressed his superior:  
  
"Um, colonel Tucker?  
  
-What is it?  
  
-I was just curious, sir...what is it with Lord Dark Heart Bear and the human prisoner?  
  
-His brother Carl and his sister-in-law, Carl's wife, were the last caring mission of Light Heart Bear. Around that time, Light Heart pledged allegiance to Lord No Heart, becoming Dark Heart Bear. Lord No Heart, to test his loyalty, asked him to capture Carl and his wife, and bring them to the Empire's prisons. Dark Heart obeyed, thus betraying everything the Caring Guardians stood for. That was when Lord No heart knew he could be trusted as an agent of the Empire."  
  
Back on the Rainbow Rescue, Sincerity and JusSonic had finished their conversation and the young horse was sitting quietly in her chair watching the stars zoom by as they warped through space. Something was bugging her, something she couldn't quite put her paw on. Shivering at the unnatural silence on board the ship, Comd Lone Heart looked around. Precious was staring blankly at her control panel, Sly Heart had his eyes on piloting but seemed tense, JusSonic was quiet as were Mark and Defender Bear. Birthday had disappeared down to engineering and Serenity was back in her medical bay. She looked at her captain, who was in deep thought. The ship was usually full of laughter, but now, it just felt empty and dry.  
  
"Penny for your thoughts?" she asked no one in particular although she expected the captain to answer, which she eventually did.   
  
"Something's a miss," she told her and her crew.  
  
"A miss?" asked Precious turning her head.  
  
"Sly Heart, turn the ship about and head back to the care base."  
  
"Mam?" he asked in surprise.   
  
"Do it Lt."   
  
"Aye." Sly Heart input some commands into his console and the ship turned and headed in a totally different direction. The rest of the crew gave the blue equine a look, when she said things that way they knew it was best not to argue with her. The ship head slightly back the way it had come, only a bit to the right.   
  
"May I ask what's going on?" asked Defender Bear. "If we're going to save your friends and retrieve the other ships, should we not be heading after Dark Heart Bear."  
  
"You don't disobey the captain," Sly Heart told him. "Once she's ordered something in that tone of voice, you do it. You don't ask questions, you don't argue and you certainly don't ask for an explanation. It usually all becomes clear later though."  
  
Back on the S.S. Darkside, Paul was being questioned while Noble Heart watched. Most of the time he didn't dare look, it was evil to see that and it went against everything he believed in. After thinking it was enough, Dark Heart Bear waved him off to the cell.  
  
"Admiral are you all right?" asked Friend Bear as he rejoined them.  
  
"I'm fine," Noble Heart nodded.  
  
"Well we're ok for now," Bright Heart commented. As long as the Rainbow Rescue's crew and our few remaining friends on the main station are safe, they can't finish us off."  
  
"Let's hope you're right," Grumpy agreed.  
  
"Wow, is that your main base?" asked Mark in awe as the ship approached it. Sly Heart slowly brought the ship to a halt and carefully docked it in one of the docking bays. As they disembarked they were greeted by five remaining family members. Admiral True Heart, Engineer Good Luck Bear, Nurse Love-a-Lot, Lt Proud Heart Cat and Lt Bedtime Bear.  
  
"Admiral," Sincerity greeted.  
  
"Thank goodness you're safe," the bear cried happily greeting all six crew members and introducing them to the four other crew members.   
  
"We lost contact with the Wishing Star and the other ships," Good Luck piped up. "What happened?"  
  
"Captured," Lone Heart responded shaking her head. The other five were all saddened at hearing this, and simply smiled as Defender Bear and the other new friends introduced themselves. Mark asked a few silent questions, which Sly Heart answered while True Heart and Sincerity conversed for a moment or two.  
  
"Are you positive it'll work?" asked the cream colored bear.  
  
"Yes mam, I'm positive," Sincerity responded. "Trust me. I just need to make sure the holo emitters are working and we'll scare them out of their proverbial wits."  
  
"What are you planning mam?" asked Precious.  
  
"Just a little spooky surprise," Sincerity responded. "You'll see soon enough."  
  
Meanwhile, on board of the Uncaring Star, an imperial commanding officer was sending out orders.  
  
"The S.S. Darkside will soon dock with us. They have Admiral Noble Heart, of CareFleet, as prisoner. Lord Dark Heart Bear wants him to witness the first test of the battle station. Bring me to the core."  
  
Soon enough, the commander was transported to the core of the huge station. The Uncaring Star was an incredible feat of engineering; as a matter of fact, it was TOO advanced for the technology of the No Heart Empire. The entire station would collapse if it weren't supported by the power of that which lay at its core...  
  
Once he arrived there, the commander addressed the power source:  
  
"Are you fully operational?  
  
-No need to overuse your military jargon, commander. I'm ready to eliminate caring anytime.  
  
-And with the technology of the Uncaring Star, your power will be magnified to the point where you can suck the caring out of an entire planet in a second!  
  
-Oh, I was powerful before...  
  
-But not enough. Hadn't Lord No Heart found you, and struck a deal with you, you'd be completely helpless, Spirit Book.  
  
-Enough of this. When can we finally begin to destroy kindness and love, so that uncaring may rule?  
  
-Veeery soon, Spirit Book. Lord No Heart ordered for the first test to begin within the day. As soon as Lord Dark Heart Bear gives the order, we begin.  
  
-Exxxxcelent."  
  
Back on the care base, the remaining heroes strategize.  
  
"We don't know what Lord No-Heart is up to, but if anyone like this Dark Heart Bear was cruel enough to kidnap the other members of CareFleet, then we must get to the bottom of this." said True Heart.  
  
"I suggested that the S.S. Rainbow Rescue crew stay here, so that they won't risked getting in danger of being captured again." said Defender.  
  
"Agreed." nodded Sincerity Heart.  
  
"Meanwhile, me and some selective friends will be back to where we last seen the S.S. Darkside and find out what they're up to." Defender continued.  
  
"I'll go." piped up Mark.  
  
"You can't go, Mark. You will be putting your life in danger." Good Luck protested.  
  
"I gotta. They got my uncle. And again, he may be cruel but he's the only family I got. And besides, Defender is training me." Mark explained.  
  
"Is this true?" asked a surprised Love-a-Lot.  
  
"Yes it is. I am training him to be a Caring Guardian, plus I may be needing his help in saving the others." Defender explained.  
  
"Very well, Mark will go, but he must be careful." said True Heart with precaution.  
  
"Well, since me and Pikachu is caught up in this, I guess it will be fair if he and I go along, huh?" JusSonic said jokefully.  
  
"Pika, pika pi." said the yellow creature.  
  
"Off you go, then. Remember to bring the holo emitters since they will likely help you in your help. One more thing..."  
  
True Heart whistled and a star buddy and a heart buddy appeared.  
  
"Star and Heart buddy? I want you to accompany Defender, Mark, JusSonic, and Pikachu on their mission. And I hope you all be alive." True Heart said not wanting to give up hope.  
  
********  
  
Chapter 5: The monster known as the Uncaring Star  
  
In the bridge of the battle station known as the Uncaring Star, Dark Heart Bear and Colonel Tucker awaited for their prisoners to appear.  
  
"You sure this would get them to talked?" asked Colonel Tucker.  
  
"So far the human refused to tell us about the boy who helped the S.S. Rainbow Rescue crew escaped. We don't need that information. But the info from the members of CareFleet is what we need. This first test run will work." Dark Heart Bear explained.  
  
"Ah, here they are now."  
  
Soon the prisoners known as the CareFleet members appeared being forced into the room by the Robot Troopers. They confronted their captors.  
  
"Ah, Admiral Noble Heart. How not so nice to see you again." Dark Heart said mockingly.  
  
"Whatever you got to say, say it, Dark Heart Bear. No matter how much you scared us, we will never give up hope." Noble Heart said a bit mad.  
  
"I had no intentions to scare you. My intentions were to get information from you. If you recall, the Earth, in which we planned to remove the feelings from, is protected by a barrier that is operated from your care base. And you and some others know the code in which to remove the barrier so that the Uncaring Star will remove the planet's feelings. Now what is it or do I have to get rough?" asked Dark Heart cruelly.  
  
"We will never tell you, Dark Heart Bear! Destroying us will not help you." exclaimed Tender Heart.  
  
"Again I never intended to kill you. In fact, I am planning to give you the pleasure of witnessing the first test run of the most powerful battle station of the No-Heart Empire." said Dark Heart.  
  
"Now if you directed your attention to the opening windows..." instructed Tucker.  
  
Soon the windows opened to reveal outside space. The CareFleet can also see that they are near a planet.  
  
"In order to see if this battle station will work, we are going to test its power on the planet of Rainbow World."  
  
What Dark Heart Bear has said shocked the prisoners.  
  
"You can't do that! You can't destroy the planet of Rainbow World! They can't defend themselves!!!" protested Cheer.  
  
"Oh, I am not planning of destroying them. I am going to get rid of their beloved emotions thanks to the power source of the Uncaring Star. Now, if you do not wish to see the inhabitants of Rainbow World loses their feelings because of your reluctance to tell, I demand you tell me the codes!" demanded Dark Heart.  
  
"You are cruel, wrong, and silly." said Playful Heart.  
  
"I'm growing tired of this. Now you will see that I mean business. Colonel Tucker..." begin Dark Heart until...  
  
"Wait! Don't! I'll tell, I'll tell." Then Noble Heart looks even more sadder. "It would mean betraying the inhabitants of Earth, but I can't watch the inhabitants of Rainbow World loses their feelings either.  
  
"Good. Now write it down on a piece of paper and give it to Colonel Tucker." ordered Dark Heart.  
  
Without a choice, the admiral sadly wrote down the code to disabled the barrier around Earth on a piece of paper. Then he handed it to the eager colonel.  
  
"There, you have it. I hope you're happy." Brave Heart said glumly.  
  
"Delightful. Colonel Tucker, once Rainbow World loses its feelings, have the Uncaring Star make a direct course to Earth." the bear ordered the colonel.  
  
"Yes sir." said Tucker evilly.  
  
"What?!" asked a shocked Noble Heart.  
  
"You shouldn't have trusted me, Noble Heart. We were going to remove the feelings of Rainbow World as planned. But don't worry. We will get to your friends on Earth eventually." Then to Tucker. "You may fire when ready."  
  
Tucker instructed his men to fire the weapon. Further inside the Uncaring Star, the evil Spirit that is the power source senses that she is needed to remove caring and begins her spells. Back in the control room, the helpless members of CareFleet watches as a ray from the Uncaring Star covers Rainbow World and slowly, the world turns to gray. Dark Heart Bear laughs evilly while the CareFleet members either continues to watch or turn not wanting to watch any more.  
  
In JusSonic's ship, the U.S. Cool, heading towards to where they saw the S.S. Darkside last, Mark is in the passenger's bay being taught the ways of the Heart by Defender Bear AKA Phoenix Audubon. The Star and Heart Buddy is playing a game with Pikachu while JusSonic is in the front piloting the ship. Suddenly, Defender grasps his chest as if he's hurting or something. Then he moves his hand from his chest. Mark notices, stops practicing with his Caring Saber and goes over to him, concerned.  
  
"What's wrong, Defender?" asked a concerned Mark.  
  
"I feel a great disturbance in the powers of the Heart...as if a millions of voices suddenly cried out at once and then were silenced." Defender said grimly.  
  
Mark looked on, worry what his old friend may have felt have happened. Defender coughed.  
  
"You better get back to your training." Defender instructed. "You need to know how to use a Caring Saber properly before you could be able to use it."   
  
Back on the care base, everyone still on it discovered what's going on.  
  
"This is so totally wrong!" Lone Heart yelled. "I can't stand by while this happens! Earth's codes are going going down and have gone down!"  
  
"That means Dark Heart Bear got to them," True Heart nodded.  
  
"Admiral my plan will work!" Sincerity piped up. "You trusted us to help protect the galaxy against evil, the Rainbow Rescue was now given its name because we won't fight. The rainbow rescue is a direct descendant of the rainbow rescue beam's power. I refuse to let him get away with this!"  
  
"It's too dangerous," the admiral argued, although it was no use arguing with the young equine, when she had her mind set on something there was no chance in changing it. It was true what she said to, no matter how hard it was to agree and admit it. She looked up into the horse's eyes and the eyes of her crew, they all felt the same, possibly from being together for so long. Sincerity was staring back equally, it was also possible that because it was Rainbow World in chaos and danger, she and her crew were feeling insulted and upset not to mention angry. That and it was on one of her usual patrol routes, only the ship was rarely seen.  
  
"Ok, go. But be careful," the admiral told them finally. Happy that they were being allowed to go, the crew scooted off and quickly left the station on their ship.  
  
Meanwhile, the Uncaring Star was now heading towards Earth, with JusSonic's ship not far behind. They'd seen the damage done to Rainbow World and were planning to get them back for it, if they got to Earth, things would just get worse.   
  
"Come on," Defender urged. "They're not the only ones still there, the remaining Care Fleet crew are too. If they see them they're in danger." The ship continued forwards, hoping not to be detected by the evil station.  
  
The CareFleet members on the station looked at each other sadly, they'd betrayed the people of Earth, their remaining friends and the people on Rainbow World. They believed the only good thing was that the Rainbow Rescue Crew didn't know, because according to Admiral Noble Heart, she and her crew patrolled the planets outer regions, silently and secretly guarding her. Probably because of the rainbow thing, and where some of the ships hidden strength came from. No one knew about it besides the two admirals, and they never said anything. The Rainbow Rescue was weapon deficient, but she didn't need to worry with the strong magic on board.  
  
"Lord Dark Heart Bear," one of his men announced suddenly. "We're picking up a ship off the port side........" this was followed by a long pause. "It's the Rainbow Rescue." The bear got up from his chair in surprise as the ship came into view, looking as bad as it had when it had crash land. She wasn't at warp, which was unusual, the Rainbow Rescue spent most of her time in warp drive.   
  
"They're hailing sir," the guard told him. The bridge image appeared on the screen, and they were greeted by strong expressions.  
  
"Lord Dark Heart Bear," the captain address formally, eyes deep and strangely empty. "Heed what I say. Release your prisoners, or I won't hesitate to attack you."  
  
"You're kidding? I'm surprised you managed to get that thing off the ground, let alone give it power to fight." The real crew resisted the urge to giggle, the holo projectors were working beautifully. The captain shook her head.  
  
"We haven't got anything to lose. You destroyed everything, so what will it matter?" Lord Dark Heart Bear frowned, what was she doing? And what did she mean?  
  
"Lt, anything on our rainbow beam yet?" asked Sincerity.  
  
"She's powering up," Sly confirmed. "We'll be able to fire a strong concentrated beam at their power core shortly." The others smirks, Sincerity could really come up with one heck of a plan when she needed to.   
  
"What are they doing?" asked Mark as they dropped out of warp themselves. "I thought they'd fixed the ship."  
  
"Maybe it's Sincerity's plan," Defender noted. "She said she had one."  
  
"Well, what do you say?" asked the equine. "Do you surrender?"  
  
"No, one blast and you'll all be history, for good."  
  
"Sir, they're not joking. There are no life signs aboard the ship. They're not even alive."  
  
"Suit yourself," she commented giving Sly a look. "We're not worried like I said." The coyote nodded in confirmation, and the sensors on the Uncaring Star began picking up a strange energy source. It was true the whole crew were frightened by their arrival, as the only thing showing up was the ship itself, and the crew was exhibiting no life signs. The horse gave a grave nod to the coyote and he pressed a command into his panel. The ship threw out an incredibly powerful beam of energy, which rocked the station and nullified its power source for a short length of time.  
  
"You've used your power?" asked Noble Heart in alarm. "Your ship is ruined, it'll blow."  
  
"Don't worry admiral," Sincerity comforted sounding more like herself. "We already sorted that problem out." The holo emitters deactivated to reveal the real ship and crew, perfectly healthy, alive and looking like new. They all grinned at the stunned villains.  
  
"Surprised?" asked Lone Heart. "You didn't think our Care Bear Stares were used only to show people how to care did you?"   
  
While the Uncaring Star is dealing with the S.S. Rainbow Rescue, it's time for the heroes on the U.S. Cool to begin their plan as they slowly headed towards the battle station. Inside the U.S. Cool...  
  
"Your friends are crazy to be doing what they're doing but at least they gave us the distraction we need to get on board. Still what's with the gray planet over there?" JusSonic said pointing to the former colored Rainbow World. The hero is still a little bit puzzled.  
  
"Pika pika, pikachu pika pi." Pikachu said to his friend.  
  
"You're kidding, right? That's supposed to be Rainbow World? It was colored last time I checked!" said JusSonic in disbelief.  
  
"It was but its feelings was taken away by the No-Heart Empire." said Defender sadly.  
  
"It can't be. They gotta have a lot more firepower than that to steal caring." said Mark in disbelief.  
  
"Do not underestimate what Dark Heart Bear can do. Remember, he used to be my student, so he's not a foe that can be caught off guard easily." Defender said with precaution.  
  
"Let's take a good look at what your pals on the S.S. Rainbow Rescue is dealing with. Hmmm, well, it looks like some sort of moon to me." JusSonic said.  
  
"That's no moon. It's a battle station." Defender said grimly.  
  
"Oh come on. It's too small to be a battle station!"  
  
Of course, JusSonic only said that because during that time his ship isn't that close to the Uncaring Star yet. Unfortunately, when they got a lot closer, the Uncaring Star started to look even bigger.  
  
"On second thought, we better..."  
  
Unfortunately, a shake interrupts JusSonic speaking and suddenly the ship begins going towards the Uncaring Star with huge force. The Star Buddy and Heart Buddy look concerned.  
  
"What's going on?!" Mark said alarmed.  
  
"They got us in some sort of tractor beam! Hold on. We are being pulled into the Uncaring Star! We may have to fight our way off it now!" yelled JusSonic.  
  
"Wait. There is another way..." Defender said. "Remember the holo emitters True Heart gave us?"  
  
"Sir?"  
  
Dark Heart Bear managed to shake off the stunned fact that the S.S. Rainbow Rescue ship was really okay the whole time, respond.  
  
"What is it?"  
  
"We got another ship that is currently being pulled towards us by our tractor beam." informed the imperial officer.  
  
"Oh ho. So this whole thing was a trap then." Dark Heart Bear chuckled evilly as he spoke to Sincerity Heart. "So you think you could distracted us so your friends can get on board without us knowing, do you? Well, I got a surprise for you! Launch the stunners!"  
  
"Yes sir."  
  
Before any of the S.S. Rainbow Rescue crewmembers could do anything, another ray from the Uncaring Star shots towards the ship hitting it on impact. A strange cloud covers it and a few seconds later, all the members of the S.S. Rainbow Rescue crew are unconscious. The CareFleet members who were watching this are shocked.  
  
"But how? Your power source was offline," said Friend shocked.  
  
"Only shortly. If only you knew what the power source is. Lieutenant Snappo!" Dark Heart then ordered his lieutenant.  
  
"Yes sir?" responded Snappo.  
  
"Board the S.S. Rainbow Rescue ship and captured the crew. Also, look for any passengers and/or stowaways on the ship and I want them alive!" ordered the dark bear.  
  
"Yes sir!" nodded Snappo obediently.  
  
Dark Heart Bear then turned to the prisoners.  
  
"Now I can see you have seen enough. So Robot Troopers, take the CareFleet members back to their cells. The S.S. Rainbow Rescue crew will join them soon. Now then, let's see whom we captured." Dark Heart Bear said as the Robot Troopers forced their prisoners out of the Control Room.  
  
At the dock, the Robot Troopers surrounded the U.S. Cool in case of any fighting or escape. Dark Heart Bear and Tucker arrived soon after. An imperial officer, whose men is currently searching the ship since he is in charge of checking ships in and out of the dock, comes out.  
  
"Well?" asked the eager colonel.  
  
"We checked the whole ship. There's no one aboard, sir. In fact, I don't know why we bothered to captured this ship to begin with," explained the officer."  
  
"What do you mean?" demand Dark Heart Bear.  
  
"It's a cleaning ship and according to the ship's log, the crew abandoned it shortly after takeoff." explained the officer further.  
  
"I don't believe it. Search the ship. Remove any suspicious items if you must but..."  
  
Suddenly Dark Heart Bear stops as if he is sensing something. Something familiar...  
  
"Sir?" asked Colonel Tucker puzzled.  
  
"Strange. I felt a great disturbance in the powers of the Heart. Something I haven't felted..."  
  
Dark Heart wandered off in an attempt to find out what he felt that is so familiar. The alien colonel shook his head and continues speaking to the waiting imperial officer.  
  
"Search the ship for anything suspicious. Then report to me." ordered the colonel.  
  
As the imperial officer did what he's ordered to as well as ordering the Robot Troopers, the lieutenant known as Snappo appeared.  
  
"Colonel Tucker. We have captured the still unconscious S.S. Rainbow Rescue crew. The Robot Troopers are escorting them to the cells with the other crews as of this moment." said Snappo.  
  
"Excellent, anything else?"  
  
"Yes. We also managed to find two stowaways on the S.S. Rainbow Rescue. Two that Lord Dark Heart Bear is going to take a very interest in. One of them is a bratty little girl, the other..."  
  
"Don't continue. I know who the stowaways are." interrupted Colonel Tucker. He smiles evilly. "Bring them both to the office. Any agents of Lord No-Heart are always unwelcome." Tucker said, laughing at his joke.  
  
Inside JusSonic's ship, the Robot Troopers continue searching it. As they leave the area they were in, they failed to notice that a panel on the floor is moving. Soon the panel is now gone, and certain heroes appeared out of the hole.  
  
"Amazing that they fell for it." Mark said. Then to JusSonic, "It's a good thing you have these compartments, JusSonic."  
  
"Actually it's a good thing your pal Defender uses the holo thingies. Otherwise they woulda found the compartments sooner." JusSonic said.  
  
"Pika pika, pikachu." Pikachu said.  
  
"What now?" Mark asked his teacher. The Star Buddy and Heart Buddy looked on.  
  
"Here's another lesson, Mark. A Caring Guardian does his best to sneak by enemy forces without fighting." Defender said. Then he lit up his Caring Saber. "And if spotted, fight but make sure no one can detected us."  
  
In the prison areas, the crews of CareFleet especially a bruised and glum Paul are sitting in the cells as if awaiting their doom. The door to the prison opened up and to everyone's shock, the crew of the S.S. Rainbow Rescue is thrown in. Then the door closes fast as it is opened. Everyone except Uncle Paul goes over to him.  
  
"Are you all right?" asked a concern Treat Heart.  
  
The S.S. Rainbow Rescue crew woke up, some of them groaning.  
  
"I'm fine. Where are we?" asked Sly Heart.  
  
"We are in the prison areas of the Uncaring Star. You had been captured. And don't bother using your stares. It won't worked." said Wish glumly.  
  
"I don't understand it. How did we get captured so easily?" asked Birthday shocked and confused.  
  
"They got some sort of power source that we don't know of. If it's so powerful to take away the caring of Rainbow World, then Earth may be doomed." said Loyal Heart.  
  
Serenity Heart looked around the cell sadly. Then she sees Uncle Paul.  
  
"Who are you sir?" asked Serenity Heart.  
  
"I think I know who it is. You're Uncle Paul, are you?" asked Lone Heart though she already knew the answer.  
  
"Yes, and its all your fault you brought me into this!" yelled Uncle Paul angrily.  
  
"Do not shout at us. I still can't believe why you're acting like this." Precious Heart, shocked that someone would act that way to them.  
  
"According to Paul, Dark Heart Bear betrayed him. It has something to do with some person called Carl," explained Bright Heart.  
  
"Don't you know it." said Paul with a sigh. "To fill you animals in, my brother Carl and his wife, my sister-in-law, was the last caring mission of the one you called Dark Heart Bear. The traitor turned them over to Lord No Heart. I never knew what happened to them, but I think it was bad. Anyway, since then I was left to take care of my nephew Mark, but what that monster did made me bitter and angry to this day."  
  
"So no wonder you didn't want us around. We reminded you of Dark Heart Bear and you feared we would betray Mark. Paul, we would never betray Mark and we would know, he is on the battle station right now looking for you," explained Birthday.  
  
"He is?" asked a surprised Paul.  
  
"Yes. He is with Defender Bear right now and some friends, old and new, right now. They are probably looking for us even as we speak." Sincerity Heart said though she is uncertain.  
  
Somewhere on the Uncaring Star, the six heroes run into a room and locked it. They looked bruised, but are still in perfect form.  
  
"Okay, assaulting first didn't work as I thought it would." JusSonic said with a shrug.  
  
"Pika pika." responded his yellow friend.  
  
"Fighting with anger isn't what being a Caring Guardian is all about." Mark said.  
  
"Hey, you're the one training to be a Caring Guardian, not me. So where are we?"  
  
As if to answer JusSonic's question, they find themselves in the computer room of the ship.  
  
"This must be where all the information about the Uncaring Star is being held. Maybe we could use this to help us find our friends." Defender said.  
  
The heroes turn the computer on and search through it. They run into some trouble with the passwords thing and all that, but they managed to find some interesting things.  
  
"Hello. What's this?" Defender said. The screen has an image of the Spirit Book on it. "According to this, the power source of the Uncaring Star is an evil book."  
  
"A book is the reason Rainbow World lost its caring?" asked Mark.  
  
"Yes. I shoulda guess. A long time ago, a sorceress put her soul and powers into her magic book so she could live forever, but by doing so, lost her feelings in the progress. Our ancestors defeated her and it was said that she was gone forever." Defender explained as he continues reading the screen.  
  
"But obviously it wasn't forever. Lord No-Heart musta found her, made an alliance with her, and have her powered up this monster." Mark concluded.  
  
Defender smiled at his student.  
  
"You catch on quick, Mark. I see you will do good as long as you don't fall to the darkness." Defender said.  
  
"So how about we find this power source and put it outta commission?" asked JusSonic as if wanting some action.  
  
The Star Buddy and Heart Buddy protested, while Pikachu shook his head in disbelief.  
  
"Unfortunately, it isn't that simple. The Spirit Book may find a way to keep people away from her, and the only ones allowed to see her are forces of Lord No Heart himself. No, there must be another way to bring down her powers." Defender said while continued his search. He found something. "Ah yes. This would work." Defender pushed the print button and papers with the information on them comes out of the printer, which he takes. Then he gives it to Mark. "This is very important for our CareFleet friends. Do not lose it. It may hold the key of stopping this thing before it reaches Earth."  
  
"Why not you? You are more responsible than I am." Mark protested.  
  
"You got to take responsibility as well. Also, with the speed the Uncaring Star is going, it would take a while before it reaches Earth. Now then, "Defender said while looking for some more information which took a few minutes. "According to this, another power source is found except this one is easy to get to and it powers the tractor beam. We got to put it outta commission so our ships, including the ones being held captured would escape. That is a mission I must go alone."  
  
"But Defender! I wanna help!" Mark said protesting.  
  
"You can help by saving our CareFleet friends and getting the info as well as our friends to their base. This must be done or more worlds including Earth will suffered the consequences like Rainbow World. Plus, you are not ready for if and when I meet up with the one I know is on this station. Now then, I found out during my search that your friends are being held captured on Level 4. Please respect my wishes and do what I say. May the Heart be with you...always."  
  
With that, Defender left the control room. The others looked as if they are never going to see him again. The Star Buddy and Heart Buddy looked on sadly.  
  
"Well, this stinks." mumbled JusSonic.  
  
"But he's right. We got a job to do." Mark said with determination.  
  
"Pika pika." Pikachu responded.   
  
*********  
  
Chapter 6: The Uncaring Star Rescue  
  
Back on the Empire's capitol world, Lord No Heart had returned to his castle. It was gigantic in proportions, designed to represent his power...As well as his evil.  
  
He was in his throne room when he got a call.  
  
"Colonel Tucker. I suppose you're calling to inform me of the results of the test?  
  
-That too, Lord No Heart. I am proud to report that the Uncaring Star is fully operational, and has successfully sucked all the feelings out of Rainbow World.  
  
-Excellent. Then the rest of the galaxy will soon follow!  
  
-Yes, Lord No Heart. In addition, I can also report that all the capital ships of CareFleet have been captured, as well as almost every single agent of CareFleet, including the two admirals.  
  
-"Almost"?  
  
-All except for a few who remained on Earth. They're defenseless, especially as we have obtained the codes of Earth's security from the prisoners.  
  
-Excellent! This is shaping to be our darkest day!  
  
-One more thing: We have found Shreeky and Beastly, who were apparently in the middle of another hare-brained attempt to capture the Care Bears.  
  
-Still as incompetent as before. Well, they were instrumental in their capture, but that was just dumb luck. Send them here, colonel Tucker. And take care of the Earth!  
  
-Yes sir!"  
  
With his skills, Defender could easily go through the station and reach the secondary power generator. The main generator - the Spirit Book - spent its entire energy holding the Uncaring Star in one piece, and accumulating power for its super-charged spells. The secondary generator was required for nearly everything else - including the tractor beam. Once Defender had neutralized it, he knew the rest would have a chance to escape - but he was pretty sure Dark Heart could sense his presence. The traitor was powerful...and there was no avoiding him.  
  
"You can't send us back to Uncle No Heart now! We're so close to catching the bears -   
  
-Wrong. You always fail miserably - and they're already caught, anyway, in case you didn't notice," mocked colonel Tucker. "Besides, LORD No Heart" - he emphasized 'lord' - "has given these orders himself: You two incompetents are going back to the capitol. Good bye, and good riddance."  
  
Mark, JusSonic, and Pikachu were progressing towards the prison quarters. The star and heart buddy had been left in the computer room, were they could monitor their progress and warn them if anyone was coming their way.  
  
"It's a bit too easy." said Mark. "We can actually beat this huge empire. Don't you think it's a trap or something?  
  
-Nah" replied JusSonic. "I used to wonder about that too - but some time ago, I realized something: Except for the top leaders (maybe) and someone here and there, all the imperials are morons.  
  
-How come?  
  
-Well, would YOU like to live in an unfeeling galaxy?  
  
-Of course not!  
  
-There you have it. Only an idiot would work for people who are trying to achieve that. Even their robots: When they built smarter models, they often ended up rebelling, and sometimes even joining CareFleet. Now they build only dumb ones that always obey them.  
  
-Oh."  
  
Two robot troopers were escorting Beastly and Shreeky toward the docks, when Shreeky suddenly yelled in her infamous high-pitched voice. Beastly winced, trying to block his ears. The two robots, whose circuits couldn't handle the vibrations, both went offline.  
  
"There" said Shreeky. "Now let's find the Care Bears!  
  
-But they're all at the prison quarters!  
  
-Well, uh...then we'll watch over them, in case they escape! Yeah! That way we'll have No Heart's favors again!"  
  
Colonel Tucker had gone into the Uncaring Star's core to see the Spirit Book.  
  
"Colonel Tucker...  
  
-Quite a surprise attack we suffered a moment ago.  
  
-It took me by surprise, but it's nothing I couldn't handle. I took control back in a second.  
  
-Which is fortunate, as you know. This station is too big for our technology - if you stop powering it for just a few seconds, it'll collapse.  
  
-No worry, colonel...I am not going to be closed. I suppose you're satisfied with my performance against Rainbow World?  
  
-Quite, and so is Lord No Heart. Our next target will be Earth!  
  
-Excellent! Then revenge will be mi - ours."  
  
Back in their cell, most of the care fleet family members were sitting around doing nothing but thinking about what had happened. Serenity wondered over to where her sister was sitting and leaning against the wall, closest to the door. She stopped beside her and sat down, resting her head against the older equines shoulder. Sincerity gently put her arm around her sister's shoulders and hugged her tightly, and comfortingly.  
  
"I'm frightened sis," she managed to whisper.  
  
"I am too sweetie," Sincerity responded in an equally silent whisper.  
  
"You never usually admit it or show it" Serenity noted toying aimlessly with her rank pin.   
  
"I know, it's only so I can protect you and the others." Serenity cuddled up closer to her older sister, just happy that they weren't apart.   
  
"I don't understand that," Paul noted as he watched the two talk in soft whispers. The other care fleet members looked up and followed his line of vision, and their eyes rested on the two blue mares. Serenity was cuddled up close to her older sister, being the only actual blood family in the whole of care fleet. Sincerity was saying something to her that none of them could pick up, even with their good hearing. Noble Heart simply smiled and leant back against the wall.  
  
"They're family Paul," he explained. "Not in Care Fleet sense, actual sibling sense."  
  
"Yeah, Sincerity is Serenity's older sister," Friend noted. "She protects her. And Serenity has a child like innocence that just keeps Sincerity happy."  
  
"I can be so mean to Mark, but only to protect him."  
  
"That's understandable," Grumpy confirmed. "We all have ways of protecting our loved ones. In their case it's staying together. Apart it hurts, together they're bold is unbreakable."  
  
Serenity glanced up at the door, it was solid metal so of course stares would not work on it. Then it hit her, Wish had said it was stare proof, she didn't say that other ways were useless against it. There was nothing to use as a battering ram in the room, and even with one big run up no one could break that door down, but maybe a little old fashion horse play would do the trick. She tapped her sister's shoulder to get her attention, and curious Sincerity lowered her head a bit to listen to her. Serenity exchanged her idea in several hushed whispers, which made the older equine nod.  
  
"You think so?"  
  
"It's worth a shot," Serenity nodded. "It may be a bit undignified, but at least if it works it'll be worth it."  
  
"I guess there's no harm in trying," her sister agreed getting up. She offered her sister her hand and pulled her to her feet. They walked up to the door and gently moved their hands over the cold steel.  
  
"What are you two doing?" asked Friend Bear. Serenity tapped a certain spot on the door, and the different sound sounded in hers and her sister's ears. Sincerity nodded her congratulations and straightened her uniform.  
  
"Erm...did they not hear me?" asked the tan colored bear. Much to the others surprise, the two mares lowered themselves down onto all fours much like normal horses and measured the kick and area they needed to hit. Silently counting to three, the two pulled their back legs backwards and kicked out at the door in the weaker area. Their actions shocked the others even more when the door was knocked clear off its hinges, and smashed into the opposite door.  
  
"Ouch!" two voices cried out. Of course Beastly and Shreeky had not expected that and had been right behind the door when it had been kicked off its hinges.  
  
The sisters smirked as they stood up and dusted themselves off.  
  
"Sometimes I'm glad to be a horse," Sincerity grinned stepping through the door. "Come on everyone."  
  
Defender took his time in deactivating the secondary generator. He discovers that there are four huge control units, so he knew that once he turned those off, the secondary generator will be useless, plus allowing the captured ships to escaped. He finds the control panel on the first control unit and fiddles with it. Thanks to his smarts, the fuel panel turned to full to empty. With that done, Defender goes to the next control unit.  
  
In the front desk that circles the entrance to the prison, an imperial officer and some Robot Troopers watches the area. The officer in charge then looks up when he hears some people coming in. It is two more Robot Troopers bringing in some sort of small yellow creature holding it at bay with laser guns.  
  
"What is that thing and why did you bring it here?" asked the officer suspiciously.  
  
"We are ordered to bring it to the prison area, that's all we know." explained one of the Robot Troopers.  
  
The officer narrowed his eyes.  
  
"I wasn't informed of this. I will have to check your ID." He then signals to the other Robot Troopers to move towards the newcomers. None of them noticed that one of the Robot Troopers made some sort of signal to the small yellow creature. The small yellow creature nodded then quickly charges.  
  
"PIKA-CHU!!!!"  
  
With that yell, electricity covered the area and hits some of the Robot Troopers, knocking them offline.  
  
"Watch out! He's loose!" yelled the other Robot Trooper as he begins to "fire" at the creature.  
  
Well, firing at the creature isn't what he's really doing. More like purposely missing as some of his shots, including the ones from his fellow Robot Trooper and the escapee, hit the other Robot Troopers as well. The imperial officer looks confused to what's happening. The last sight he had seen is a laser bolt that just hit him.  
  
"Well, it worked, didn't it?"  
  
As soon as all the villains in the area are unconscious or defeated, the first Robot Trooper removes his helmet and revealed himself to be JusSonic.  
  
"It's a good thing we found the deactivated Robot Troopers. By pulling out the unnecessary parts, wiring and such included, they make good disguises. Told ya the imperials are morons," remarked JusSonic.  
  
"Pikachu." chirped Pikachu.  
  
"Okay, the star and heart buddy informed me that our friends and my uncle are in level 4 Block 5. You watched the entrance while I go get them, all right?" Mark said still in his disguise.  
  
"All right, but hurry up? I don't know if our firing is heard as of yet," warned JusSonic.  
  
With that, Mark hurried down the halls of the prison. A calling noise is heard on the prison's intercom, and JusSonic answered it.  
  
"Prison Area. We heard some firing up there. What's going on?" asked a demanding voice.  
  
"Uh, nothing's wrong. One of the weapons went off and we got a leak somewhere. Don't worry, we will have it fixed eventually." JusSonic lied.  
  
"Nevertheless, we will send the maintenance crew to help you," answered back the voice.  
  
"Oh no. That is unnecessary. The leak is very bad and we don't want anyone getting hurt because of your pathetic, uh, appearance..."  
  
"Wait, who is this?!" The voice demanded interrupting JusSonic. "What's your clearance number?"  
  
Not wanting to answer, JusSonic quickly destroyed the intercom. He knew what's going to happen.  
  
"Well, it woulda been a boring conversation anyway." Then he yelled to Mark who's halfway to the CareFleet members' cells by now. "Mark! We are going to have company!!!"  
  
Mark heard JusSonic's yelling and he knew he must be quick to find the prisoners. He then heard some footsteps coming closer to him. With precaution, he readies his blaster and jumps out to whoever is coming, blaster aimed. What he saw made him embarrassed: it's his friends, including the ones who he hadn't met yet. Instead of fighting, some of them giggled or stared at Mark's embarrassment.  
  
"Aren't you a little bit young to be a robotic minion?" asked Harmony, giggling.  
  
"Huh? Oh, my disguise." Mark said while removing his helmet.  
  
"Mark! Oh, it's so good to see you again!" said a happy Serenity Heart.  
  
"So this is the Mark you told us about. It's good to know someone risked his life to save us," said Noble Heart.  
  
Paul appeared behind the CareFleet, and is stunned at the sight of Mark.  
  
"Mark?" asked a stunned Paul.  
  
"Uncle Paul. I am glad to see you're alive. But right now, we have no time for a happy reunion. We gotta get going. Hopefully Phoenix Audubon got the tractor beam disabled in time" Mark said uncertain if he is really happy to see his mean uncle or not.  
  
"Phoenix who?" asked Champ.  
  
"We'll explained later," said Precious Heart.  
  
As Mark headed towards the way he was coming from, with his friends now joining him, some of them made some funny remarks.  
  
"I loved what he's wearing. Don't you?" asked Share. Cheer nodded still giggling at the sight of Mark wearing a Robot Trooper uniform.  
  
Back in the front of the prison, JusSonic quickly begins to run towards the cells followed by his yellow friend.  
  
"Mark! You better get ready! Our pals in the computer room told us our "friends" are here!" yelled JusSonic.  
  
Soon the doors to the prison area exploded, and Robot Troopers come in, lasers a-firing. The two hid behind some parts of the prison area and fired back with either lasers or electricity. Mark and the members of CareFleet arrived and quickly hid as well to avoid the laser fire.  
  
"Terrific. We just have to have them here. Glad to know we're welcomed anywhere." said JusSonic sarcastic.  
  
"You know, sarcasm isn't very good to use, whoever you are." said Tender Heart with a frown.  
  
"Hey. If you want back in your cells, go right ahead." snapped JusSonic to the opposing Tender Heart.  
  
"Pika pi!" yelled Pikachu as he launched his thunderbolt attack against some of the Robot Troopers, knocking them offline.  
  
No matter how many they hit, more Robot Troopers appeared. It's even worst when Mark got some info from his computer room contracts.  
  
"Great! The entrance is our only way out and worse yet, every Robot Trooper on Level 4 is alerted to our presences!" yelled Mark over the laser fire.  
  
"Oh, I hated these movies." grumbled Grumpy.  
  
Back in the office, the alien colonel is surprised to what the pacing back and forth Dark Heart Bear has just told him.  
  
"Are you sure, sir?" asked Colonel Tucker.  
  
"I'm certain. Phoenix Audubon himself is on this battle station." He then stopped pacing. "I know because I felt him with the powers of the Heart. The last time I felt something like it is when I stood in front of my master Lord No Heart.  
  
"Well, he must be dead by now, isn't he?" asked Colonel Tucker still uncertain.  
  
"Do not underestimate the powers of the Heart. Phoenix Audubon is much skilled as you think. Do not forget that he used to be my master. Also, he's part phoenix and have the ability to rose from the dead at any time." Dark Heart Bear explained.  
  
Colonel Tucker doesn't know what to say. Just then, a calling noise is heard on the intercom and he answered it.  
  
"This is Colonel Tucker, what is it?"  
  
"We got disturbances on Level 4, the prison area. The Robot Troopers on that level is attending to those disturbances right now, but we may need backup." informed the officer on the other line.  
  
"Very well, I'll see what I can do. Over and out." Colonel Tucker responded.  
  
With that, Tucker turned the intercom off.  
  
"He's here and brought some friends to help the members of CareFleet escaped," concluded Dark Heart Bear.  
  
"If what you're saying is true, he will not get out of this one alive, sir," exclaimed Colonel Tucker.  
  
"No. Escape is never his plan. I will deal with him alone." Dark Heart Bear told him.  
  
The bear formerly a Caring Guardian then leave the room to find his former master, leaving Colonel Tucker in the office.   
  
"Whoa! Their aim is getting better," Share cried as a blast hit the edge of the panel she was hiding behind. A tiny pillar of smoke fluttered up from the charred panel, and she sidled further behind it. Mark ducked and tried to fire off a shot, but missed.  
  
"Couldn't help a bit could you?" asked JusSonic, looking to the CareFleet crewmembers. They all looked at him quietly.  
  
"Our stares won't help," Noble Heart explained. "We'd have to get right in the way of the laser fire."  
  
"The chances of our success at winning are slim to none," Bright Heart added matter-of-factly. JusSonic frowned, that was not helpful. Precious Heart meanwhile was hiding with Lone Heart behind a large pillar, wincing every time a laser blast hit the pillar of metal. She rested her head against the panel and happened to look up, noticing a selection of beams above them. She could easily get to them, a lift up was all she needed.  
  
"Captain!" she called over to Sincerity. Sincerity glanced over from where she, Friend and her sister were taking cover under a desk.  
  
"Yes Precious."  
  
"Look up, think we can get up there?" Sincerity looked up at the beams on the ceiling, and nodded. Giving Lone Heart a nod, the wolf agreed and knelt down making a stand to boost Precious up with her hands. The squirrel stepped onto it and Lone Heart pushed her upwards. The little burgundy squirrel was catapulted above them and onto the beams. She slipped across quickly and found something that looked like support cables, and following the line she saw the beam of lights above the robot soldiers. Her symbol lit up and a diamond appeared in her hand; with precision she threw it and it slashed through the support cables.  
  
The support gave way and the lights fell on top of the robot warriors, disabling them.  
  
"Nice work Precious," Noble Heart smiled as she jumped down to the ground.  
  
"We can congratulate later," Wish called waving them to the exit. "Let's go."  
  
"We need to do something about Rainbow World!" Noble Heart called as they made their way around the ship. "We can try and find the power source, but the people need their feelings or some of them back soon. Sincerity, your ship's special power source can help for the time being. Can you get back to the Rainbow Rescue and head to the planet?"  
  
"No problem sir," she confirmed, waving her crew to her. Her sister, Precious, Birthday, Lone Heart and Sly Heart came to her sides and she gave them a quick run down on what they was going to try and do. Sly Heart looked a little unsure, but agreed right along with the others. They separated at the next corridor and quickly returned to their ship.  
  
"Lt, we've got to break away from the dock on the station," Sincerity ordered.   
  
"No problem capt," Sly confirmed as he sent a powerful electric surge through the system holding the ship at the dock of the Uncaring Star. As soon as they were loose he turned the ship around with Lone Heart's navigation skills, and took the ship towards the planet not far behind them. It's gray exterior was scary to look at, to imagine that that was where their special power had come from was hard now, but they had to try something.  
  
"Power up the rainbow rescue caring beam," Sincerity ordered as she put in a few commands into her seat panel.  
  
"She's powering up mam, but I don't know how long we'll be able to keep her going without burning out some circuits," Birthday told her over the intercom. "The others had better hurry and do something about that evil power source.   
  
"Sir," a soldier called to Colonel Tucker. "The Rainbow Rescue has broken away from the space dock she was attached to! She's heading to Rainbow World."  
  
"Shoot that ship out of space," the colonel ordered.  
  
"Aye aye." Energy fluttered into the Uncaring Star's lasers and they began firing at the Rainbow Rescue. The ship was hit in the back, only a few moments after they'd fired their rainbow rescue caring beam.  
  
"Shields up Lone, we can't risk another incident like before," Sincerity ordered.   
  
"Shields at maximum," the wolf reported.  
  
"Make sure they stay online, put all auxiliary power into them if you have to and any power from power sources we aren't currently using."  
  
"Understood."   
  
**********  
  
Chapter 7: The Caring Saber battle  
  
Inside the Uncaring Star, the good guys hear the alarms going off.  
  
"Good. That must means they got away." Noble Heart assumed.  
  
"Hold on. I thought the tractor beam thing is supposed to keep their ship from getting away." JusSonic said. He and Mark took off their disguises since they decided they have no more use for them.  
  
"They used some electric surge to break away from the dock. Unfortunately, not all ships can do that. We may have to turned off the power." Tender Heart commented.  
  
"Our pal Defender Bear is doing that right now. We may have to give him more time to turned off the generators though." Mark explained.  
  
"Who is Defender and the Phoenix person you're talking about?" asked Grumpy.  
  
"They are the same person. Defender Bear AKA Phoenix Audubon is one of the few Caring Guardians still around." Mark explained. He noticed the other CareFleet members staring at him. "I'll explain later."  
  
"Yeah later. We gotta get off this station so I will get paid later on." JusSonic said not realizing what he just said at first.  
  
"Pika pika!" Pikachu said too late to stop his friend.  
  
"What?! You're saying you're doing this for the money?!" asked a shocked Brave Heart.  
  
"I don't gotten a choice okay? I got to pay the evil Lord Genghis the Blob or he'll send his bounty hunters after me!" JusSonic sighed. "Sometimes it's doesn't help being associated with that fiend."  
  
"We'll discuss your problem later, Mr. JusSonic." Noble Heart said as the good guys walked away. "First off we gotta find a way to destroyed the power source of the Uncaring Star before it takes any more feelings away."  
  
"We can't. The power source won't let us get to her. Only minions of Lord No-Heart can see her." Mark explained.  
  
"And even if we could destroyed the power source, we won't have time to escaped before this battle station collapses." JusSonic concludes.  
  
"You're right." said Noble Heart with a sigh. "We'll have to get off this thing then and find a way to get rid whatever powering this thing without being on it."  
  
As they walked it, they are unfortunate to run into....  
  
"Look! It's the prisoners! Blast them!" ordered the leader of the Robot Troopers that just appeared.  
  
JusSonic quickly fired first, knocking out two Robot Troopers. Pikachu performs a Thunder attack soon after and the Robot Troopers run the way they came.  
  
"After them, Pikachu! We can't let them get away!" JusSonic yelled as he and his yellow friend chased after the enemies.  
  
"Is your friend always liked this?" asked Share in disbelief.  
  
"This is the first time I seen him liked this." Mark said with a shrug.  
  
Suddenly a laser bolt nearly hits him and more Robot Troopers appeared.  
  
"We'll meet up with our friends later when we get away!" yelled Champ as the heroes run from the firing robotic minions of Lord No-Heart.  
  
Back in the secondary generator room, Defender is in the progress of turning the fourth control unit off. He smiles as he is successful in turning it off. Since all the control units are deactivated, the secondary power generator is deactivated so that means that all the captured ships can get away. He hears some footsteps approaching the room and he hid. Lieutenant Snappo and his men (mainly Robot Troopers) appeared in the room not seeing the Caring Guardian.  
  
"There is trouble on board this Uncaring Star. You two." he said while pointing to two Robot Troopers. "Watch this room and fired at any intruders, understand?"  
  
With that, Snappo leaves with his men leaving two Robot Troopers to watch the room. Phoenix Audubon sees them and thinks up a plan. While he's thinking, the Robot Troopers talk among each other.  
  
"Do you know what's going on?" asked one Robot Trooper.  
  
"Must be another drill." shrugged the other.  
  
"So do you think this battle station can really get rid of caring?" asked the first one.  
  
"It must be. Rainbow World's feelings are gone, isn't it?" asked the second one.  
  
"I guess. Any...wait!" The first one said when a loud noise is heard. "What's that?!"  
  
"Ah, it's just the heater. Noises like that happened all the time on this thing." responded the second one.  
  
Both of them failed to noticed a white bear in a robe sneaking out of the room.  
  
The S.S. Rainbow Rescue has reached the now gray planet of Rainbow World. They begin their attempt to restore it.  
  
"Is the rainbow rescue caring beam ready?" asked Sincerity Heart.  
  
"Yes captain." nodded Lone Heart.  
  
"Then it's time for Rainbow World to be reawaken." Sincerity Heart then ordered. "Fire the beam now."  
  
With that they shoot the rainbow rescue caring beam, hoping that it would restore the world's caring. Unfortunately, nothing happened.  
  
"Our rainbow rescue caring beam didn't work." said Sly Heart surprised.  
  
"But why? It was supposed to be so powerful." said Precious Heart trying to get over the shock herself.  
  
"It must be their power source. Its powers are too strong." Sincerity Heart concluded grimly.  
  
"Now what?" asked Precious Heart.  
  
Sincerity Heart doesn't have an answer for that one. She then realized that the Uncaring Star didn't bothered to go after the S.S. Rainbow Rescue ship for she knew why. It's still on its way to Earth.  
  
If Colonel Tucker could see what the S.S. Rainbow Rescue try to do, he would laugh. But he laughed anyway because even if the Uncaring Star were unable to down the ship, it wouldn't matter because the Spirit Book's powers are too powerful for the effects of Rainbow World to be reversed. And that's all the alien colonel needed.  
  
Our heroes managed to escaped the Robot Troopers though with only a few scratches. They found a window that looks out the dock. Their ships including the U.S. Cool are still being watch by the Robot Troopers on guard.  
  
"Pika, pikachu." chirped Pikachu.  
  
"Yep. It's still okay and hopefully can still be in use." JusSonic said.  
  
"That's your ship? You're braver than you look," said Paul surprised.  
  
"Don't joke at a time like this, sir." Noble Heart told him.  
  
"Who's joking?" asked Paul.  
  
Mark sighed. He knew why Paul was doing this. It's time like this he wishes his uncle would cheer up a bit.  
  
"We got to get to our ships but the problem is fighting off Dark Heart Bear's men to do so. It may be difficult." Noble Heart said with precaution.  
  
"I informed the Star and Heart Buddy to meet us at the dock ASAP." Mark informed the others after putting away with communicator. "Hopefully we can all get them...alive." What he said caused some of the CareFleet members to gulp.  
  
"I wondered if this Defender Bear character is okay," wondered Friend.  
  
Defender Bear is in a hallway on his way to the dock. He hoped that his friends are okay and are on their way to get to their ships. Just as he is halfway down the hall, he senses something in the powers of the Heart. He looks ahead and soon he realized why. For appearing in front of him is the one he knew he would face again someday, his former student, the traitorous Caring Guardian...the dark agent Dark Heart Bear.  
  
"Phoenix Audubon." said Dark Heart Bear cruelly.  
  
"Dark Heart Bear." said Defender Bear calmly.  
  
"So we meet again after all these years. I knew someday we will reunited but this time, one of us will died." Dark Heart Bear said.  
  
"Again you let the powers of the darkness cloud your mind, my former student, just as it did the day you betrayed Carl and his wife to Lord No Heart." Defender responded back.  
  
"This confrontation can not be solved by wits and history, but with our sabers as it always has been."  
  
With that, Dark Heart Bear took out his saber. Like Defender's and Mark's sabers, it too lighted up an energy blade except this one is red. Still calmed, Defender took out his Caring Saber and turned it on ready to do battle.  
  
"When I left you, I was an apprentice. Now I'm the master." Dark Heart Bear said trying to intimidate his former master.  
  
Defender's respond?  
  
"Only a master of darkness, Dark Heart Bear." Defender reply.  
  
Soon they begin to swipe at each other. Although Defender was supposed to be skilled, his former student has better skills and Defender nearly got harmed by some of Dark Heart Bear's blows.  
  
"Your powers has since been gone, you pathetic fool. You should have never come back." Dark Heart Bear mocked.  
  
"If I were to die, then let me give you this warning. Strike me down and I will be more powerful than you ever think I would be." Defender told him calmly.  
  
And soon the two battled on.   
  
"You have brought nothing but shame to the name 'Caring Guardian' as well as that of my own," said Phoenix to his former disciple. "And, despite the fact that I knew you were vulnerable towards the Dark Side of the Heart, I failed to keep you from it. After all this time, I still don't know why you let yourself be overtaken by it."  
  
"Let myself? You always were so naive, Master," said Dark Heart Bear derisively. "You thought were trying to protect me, but I knew you were just trying to keep from achieving my full potential! I knew I was destined to be the most powerful warrior, but all your preaching about protecting and humility only kept me back!"  
  
"You're wrong!" barked back Defender as he swung his Caring Saber forcefully at Dark Heart, and they collided with a bright spark and a loud buzz. "I knew then as I do now that the path to Dark Side will surely end with your defeat. Maybe not right now, perhaps not even by my hand, but know this, Light Heart, you will be stopped!"  
  
"I'm not that bear anymore, and you're not my master! No one will keep from my destiny! Not you, not even Lord No Heart or that Spirit Book!"  
  
And so, the two warriors continued to fight. Swing after swing, they seemed evenly matched. At one point, Dark Heart managed to knock the saber out of Defender's hand with a deft strike. With his former master almost against a wall, the fiend put both hands on his and swung with all his might, but he missed as Defender flipped up backwards, and kicked off the wall away from Dark Heart Bear. He quickly summoned his powers of the Heart to lift his saber back into his hand. He reactivated the blue beam and held it out in front of him, perpendicular to his body.  
  
"Our fighting should not have to be," said the sage calmly but sternly, his gaze firmly fixed on his opponent. "Why do you refuse to let me help you?"  
  
"I would worry more about saving myself if I were you. But, I'm not you and never will be! So get ready to cower before me, begging for mercy!"  
  
"Then, I am afraid you leave me no choice," said Defender disappointedly.  
  
"Fear this!" was Dark Heart Bear's reply as he charged toward Phoenix. But all it took was a slide of his foot and a twist of his wrist for the sage to parry the attack. For now, a victor was yet to be determined...  
  
Back at the care base, the remaining family members of CareFleet are worried that something awful is going to happen soon. No one on board is more upset than True Heart Bear. She is worried that her friend of many years, Noble Heart, may be hurt.  
  
"Admiral True Heart?"  
  
This is coming from Lt. Proud Heart Cat, a look of concern on her face.  
  
"Yes, Lt. Proud Heart?" asked True Heart.  
  
"Are you all right?" asked the concern feline.  
  
"I am. It's just...I can't believe what is happening. Rainbow World lost it feelings, most of our CareFleet friends and family been captured, and now it looks like Earth is going to be doomed." said True Heart with a sigh.  
  
"Don't worry, True Heart", responded Lt. Bedtime Bear who just so happened to overheard the conversation. "We'll get them back. We haven't lost hope yet."  
  
"Bedtime is right. And do not forget that we have fate and love on our side. It hasn't failed us yet." said Good Luck Bear who came over with Love-A-Lot.  
  
True Heart smiles.  
  
"Thanks. Now let's just continue what we were doing and...hope for the best." said True Heart with a sigh.  
  
The others are wondering whatever or not they should count on that.   
  
The escaping prisoners watched their ships at the dock, which were being guarded by several dozens of robot troopers.  
  
"Do you think you can defeat them?" asked Mark.  
  
"Maybe," replied admiral Noble Heart. "But it's risky. However, we don't have any other choice...  
  
-Yes we do!" exclaimed Bright Heart, who was examining the blueprints of the Uncaring Star. "I have an idea...If you can help me find a few elements, we can use it as soon as Star and Heart Buddy arrive."  
  
Not that far from there, Defender and Dark Heart was still fighting. None of them had yet managed to hit the other, but Defender could see that Dark Heart wasn't getting tired as fast as he did...His helmet was probably giving him concentrated oxygen. This didn't look good...It wouldn't really be that big a problem if Dark Heart killed him; he was Phoenix in more than one way, after all. He'd come back. But the arch-villain knew that, and he could do something much worse than kill him.  
  
Dark Heart was probably thinking the same thing, and said: "I had said earlier that one of us will be killed...But, for you, I think I'll do worse than kill you physically.  
  
-If you intend to drain away my feelings, know that I won't be as easy to defeat as the other Caring Guardians you betrayed.  
  
-I know that. But I can also tell that you're losing. And one of the first things Lord No Heart taught me was how to remove someone's feelings in the blink of an eye. I've done it before, and I'll do it again..."  
  
And the two kept fighting. Defender knew he couldn't hold this for much longer, but, as a true Caring Guardian, he'd fight to the end...  
  
"Okay, Star and Heart Buddy" said Bright Heart. "You take this wire and this little gizmo, go through the ventilation duct, go here" he indicated a spot on the blueprint, "and wedge it between the red wire and the blue wire. This will cause a power failure.  
  
-And what will the power failure do?" asked Mark.  
  
"Well, look at this dock: As you can see, there's no wall there - it opens into space. Why do you think all this isn't getting sucked into the vacuum?  
  
-Uh...A force field?  
  
-Correct. I calculate that the power failure will cause the force field to go down for a few seconds, until the auxiliary system kicks in. The ships in the dock are attached to the ground, so they'll stay where they are - but everything else, including the robot troopers, will be sucked out. The decompression should be so strong, that doors will be ripped out, and things will rush into the docks from several rooms away. We'll have to hold to something strongly until the force field comes back...then we'll have to rush in to our ships, and escape.  
  
-But what about Defender?  
  
-If he can't come in the few following minutes, then we'll have to leave without him" said Noble Heart. "As much as it pains me, we can't stay for too long - not when the Earth, as well as the rest of the galaxy, hanged in the balance."  
  
"So," said Colonel Tucker, "the prisoners have escaped...and, as if by coincidence, Beastly and Shreeky were found, unconscious, next to their cells. Find the prisoners quickly - and bring the two morons here. I'm going to have a chat with them about disobeying orders."  
  
Defender, despite being extremely tired at this point, was still fighting valiantly - when suddenly, the door to the room where they were in was ripped away, and both he and his nemesis were swept by a strong wind. He realized there must be a hull breach or something leading into vacuum...  
  
As the force field came back, both Defender Bear and Dark Heart Bear looked up - they were in the docks now. Several robot troopers had been sucked into space, and a few had been sucked into the docks from nearby rooms, and were slowly getting on their feet. And they could see the prisoners rushing toward their ships...  
  
-Phoenix!" yelled Mark.  
  
"Run away!" yelled back the Caring Guardian. "I'll cover you!" He then quickly destroyed with his saber a few robot troopers before they could shoot. He then faced Dark Heart Bear - but this time, the villain got him. The Caring Saber of Dark Heart, now set to "drain" mode, went through Defender's chest, shutting away all feelings. The Caring Guardian slumped and fell to his knees, apathetic.  
  
"Nooo!" yelled Mark, and tried to turn around and run toward Defender - but Paul grabbed him and took him aboard the U.S. Cool. Before Dark Heart or any of his henchmen could stop them, the ship, as well as CareFleet, was out of the docks, and escaping into the depths of space.  
  
"Catch them with the tractor beams" said the evil bear. "Inform Colonel Tucker. And send what's left of this one" he pointed at Defender, "to the special prison we designed for former Caring Guardians."  
  
*********  
  
Chapter 8: The weakness of the Uncaring Star  
  
Back on the U.S. Cool, the heroes are recovering from their escape while following the CareFleet ships back to the care base. Mark is by a table, shocked and disbelief to what happened to Defender. His uncle is nearby, watching.  
  
"I...I can't believed what happened." Mark said.  
  
"Mark, there wasn't a thing you woulda done. Those fiends woulda destroyed you if you try to help Defender out." Paul said, forgetting his bitterness.  
  
"Don't you care what happened to Defender?" asked Mark in disbelief.  
  
"Of course I do. In fact, I shoulda in the first place." Paul looked at Mark before he continued. "Listen, Mark. About those other times...I'm sorry."  
  
"What?" asked Mark surprised.  
  
"I was angry about what happened to your parents. Angry that a bear could betray them to evil that...I forgot all common sense. Plus, I didn't want what happened to your parents happened to you." Paul explained.  
  
"You...you really care?" asked Mark touched.  
  
"Well, I didn't know it at first. But I really do. When this is over, we are going to start things all over again. In other words, spent time as family." Paul said.  
  
"Right. But another thing is: you have to let go. Someday I'm going to grown up and like every parental figure, they have to let everyone else moved on with their lives." Mark added.  
  
"Okay, okay. We'll talk about that later." Paul said, not wanting to feel guilty further.  
  
"Right because we are almost to the care base." JusSonic said hearing the conversation from where he's piloting the ship.  
  
"Pika pika." responded Pikachu.  
  
Meanwhile on the Uncaring Star...  
  
"Are you saying that none of your tractor beams would work?" asked Dark Heart Bear when Colonel Tucker informed him of what happened.  
  
"We try to activated them but the secondary generator that powers it was mysteriously turned off." Colonel Tucker explained.  
  
Dark Heart Bear think about it and nodded.  
  
"Yes. Of course, Defender Bear musta shut them down during the whole ordeal. That explained allot. No matter. Even if the CareFleet does get away, it doesn't matter. Their ships won't be able to destroy this battle station, not unless they know its weakness. And by the time they figured that out, it will be too late." Dark Heart said aloud.  
  
Colonel Tucker laughs evilly.  
  
"Yes. It will be a fine day for the No-Heart Empire!" Colonel Tucker said.  
  
Then they hear the doors opened as Robot Troopers brought in Shreekly and Beastly. Tucker grinned evilly.  
  
"Heh heh. Hi Colonel Tucker." Beastly said nervously.  
  
"Shreeky, Beastly, when you are ordered back to Lord No-Heart, the orders are what they meant. And you know the penalty in disobeying orders." Dark Heart said cruelly.  
  
"But..."  
  
"No buts, Shreeky. Colonel Tucker, take the two onto the S.S. Darkside and head for the capitol of the No-Heart Empire. I will remain here to see that the plan to remove Earth's feelings goes as plan. And if they resist even more, do not hesitate to give them pain." ordered Dark Heart Bear.  
  
"Yes sir." smiles the alien colonel evilly as he cracks his knuckles. "As you must know, Shreeky, your shrieks don't work on me.  
  
"Oh great." mumbled Shreeky angrily as she and Beastly are escorted out the doors by the Robot Troopers and an eager Colonel Tucker.  
  
In a special prison somewhere on the Uncaring Star designed for the former Caring Guardians, the place looks cold and evil. In one of the cells is an unconscious Defender Bear. Suddenly some tears came from his eyes hit the place where Dark Heart Bear struck him earlier...and healed the wound. Soon the Caring Guardian got up and looks okay.  
  
"Well, it's a good thing that my phoenix tears can also healed wounds and restore feelings if they are taken from me. Shame my fellow Caring Guardians don't have them and the fact that my tears didn't worked on them." He then looked around at his prison. "It will take awhile to get out of here, but first, I got to let Mark know that I'm okay."  
  
He puts a finger on his head and begins to think.  
  
"Mark."  
  
At the care base, everyone has arrived and was heading for the bridge of the base. As they walked, Mark hears something.  
  
'Mark.'  
  
Mark stops, looking around, confused. JusSonic turns and notices.  
  
"Hey kid. You're all right?" asked JusSonic concerned.  
  
"Didn't you hear that?" asked Mark puzzled that his friend didn't hear it.  
  
"Nah. In space, no one could hear you scream." JusSonic said with a shrug.  
  
Mark signed and continued walking. He decided that what he heard was his imagination. But somehow, it sounds so real.  
  
At the bridge itself, the remaining CareFleet members rejoiced as their captured CareFleet friends and family especially those on the S.S. Rainbow Rescue had returned to them. They hugged and talked, even True Heart whose hugging her friend Noble Heart.  
  
"I thought I would never see you again. We feared that the minions of the No-Heart Empire has stolen your feelings." True Heart said relief.  
  
Noble Heart however took a few steps back, concerned.  
  
"I'm afraid the situation is more dangerous as it seems." Noble Heart said grimly.  
  
"What do you mean?" asked a worried True Heart.  
  
"Bright Heart, you better explained." Brave Heart told his fellow S.S. Friendship crew member.  
  
"Yes captain." Bright Heart said, face as concerned as Noble Heart's.  
  
Soon the raccoon explained everything. Some of the others including their new friends pitched in: from the S.S. Rainbow Rescue being struck down by the S.S. Darkside to what happened during the struggle on and off the Uncaring Star. And even what they said had happened to Rainbow World now shocked the others.  
  
"They lost their feelings just like that?!" asked Proud Heart shockly.  
  
"Yes, and they're on their way here!" said Sincerity Heart.  
  
Everyone tries to calm down.  
  
"Oh dear, this is a problem isn't it? They took down the barrier protecting Earth and I don't think even our ships can stop it." Wish Bear said worried.  
  
"And they even took down Defender." Paul mentioned.  
  
"If they can take down a Caring Guardian, it will only take time before they come here and removed Earth's feelings." Grumpy said even more grumpy.  
  
"If only we know of a way to bring it down, then all would be saved. But we don't.' Cheer said sadly.  
  
Suddenly Mark lighted up. He remembers something. He takes out the papers with the info from the Uncaring Star's computer that Defender Bear gave him. He then goes over to the two admirals.  
  
"Admiral True Heart? Admiral Noble Heart?" asked Mark.  
  
"Yes, what is it?" asked Noble Heart.  
  
"Before he was taken down, Defender found and gave me these." Mark said holding up the information. "He said it may hold the key of stopping the Uncaring Star before it reaches Earth."  
  
"Let me see them." True Heart said.  
  
Mark gave the papers to the admirals who then look them over. They look both interested and surprised.  
  
"So, the Uncaring Star is power by a Spirit Book? Yes, this changes things." True Heart said nodding.  
  
"What are you looking at, True Heart?" asked Treat Heart wondering.  
  
"CareFleet, we may found a way to stopping the Uncaring Star. Report to the meeting room. We don't have a moment to lose!" Noble Heart announced.  
  
As everyone leaves, the two admirals then spoke to Mark.  
  
"Mark, you may have saved Earth today." Noble Heart said.  
  
"Yes, but I lost Defender." Mark said still sadden.  
  
'I'm okay, Mark. Just help them.'  
  
Mark jumped. The voice is back.  
  
"Do you hear that?" asked Mark surprised.  
  
"Hear what?" asked True Heart puzzled.  
  
"Never mind. Let's get to the meeting room, quickly." Mark said, not wanting to sound crazy to his new friends.  
  
Is the voice real...or is he losing it?  
  
"Try to remember what the lessons I taught you, Mark. Open your mind, and your heart, and you will hear me better than your ears ever could," Defender "transmitted" to his new apprentice. Standing in the cramped darkness of his prison, the Caring Guardian had little else to do but try and make contact with the others, and think of his own way out of his predicament."  
  
"I just hope he focuses on the task at hand; the safety of worlds is at stake, and that must remain as highest priority. Still though, I wouldn't mind getting of this dark--AAAaaahhh!"  
  
In the middle of his soliloquy, Defender was interrupted by a brilliant flash of light, that made him grit his teeth and put his right forearm over his eyes. Once his eyes adjusted, he got a better look at his surroundings. The light revealed that the four walls were all mirrors that stretched a few meters above his head and met at an equally reflective ceiling and floor, and none of them had any sort of door or portal. Seeing several simultaneous reflections of himself was disorientating to Phoenix at first, but overcame that by ignoring most of them.  
  
The sage gave himself am once-over in one of the walls. "Hmmm...time has certainly taken its toll on me, it seems," he mused to himself. "Of course, only I could notice such small differences...well, except for that one." He looked down his chest at the faint pink-colored ring in his fur and skin from where Dark Heart had plunged his saber. It was still tender to the touch, but he knew that it would heal and fade given time. Such was one of the benefits to his blessing, his curse...  
  
"I know you're trying to reach that boy, Master," a voice suddenly echoed throughout the room.  
  
"It figures--you know me well enough that I don't like to be idle, Light Heart," Phoenix replied as he slowly looked around for any sign of the voice's origin.  
  
"Stop calling me that! Besides, from what I've gathered, you've also taken a new name. Defender Bear, is it now? The more things change, the more they stay the same..."  
  
"My reasons for such semantics are worlds different than yours," the sage firmly declared.  
  
"Too true, Master. And fitting words, I might add," Dark Heart Bear continued to sneer, "for once Lord No Heart's Empire drains these worlds of their love, caring, and emotions, they will truly be different! It will be glorious!"  
  
"I already told you, Dark Heart," said Phoenix, half-forcing himself to utter the new name of his former student, "you will fail. It's only a matter of time."  
  
"Still not giving up hope, are you? You and CareFleet and those humans are all fools!"  
  
"No, Light Heart," said the sage quietly, "I'm afraid you are the only fool here, and the fact that you cannot see it...only serves to prove me right..."  
  
Mark still hadn't decided what to think about the voices in his head when the group - and all of CareFleet - were reunited in the briefing room of CareFleet's HQ on Earth. Admiral Noble Heart began:  
  
"The Uncaring Star is by far the most potent weapon ever designed. A single shot was enough to remove the feelings of Rainbow World, and even our systems can't undo that as long as the Uncaring Star exists. As we speak, it is moving toward Earth - if we don't stop it, all is lost for the galaxy."  
  
Admiral True Heart spoke: "But we have a hope: Thanks to the efforts of several among those present here, we have obtained the blueprints of the Uncaring Star - and R&D has found a flaw. Engineer Bright Heart!"  
  
Bright Heart activated a program on the computer, and a hologram of the evil battle station appeared. He began explaining:  
  
"The Uncaring Star, according to our calculations, is just TOO BIG for the technology of the No Heart Empire. Normally, it should collapse. The reason it doesn't is because its power source is keeping it in one piece:"  
  
The hologram zoomed on the core of the Uncaring Star.  
  
"At the core of the station is located the Spirit Book you've all heard about. Its powers keep the Uncaring Star from collapsing, and send spells through the vents you can see here - which are shot out of the Uncaring Star, and drain the feelings out of the target.  
  
-Wow, the Book is that powerful?  
  
-Actually, I calculate that the machinery of the Uncaring Star somehow multiplies its power. Neither the Book nor the Uncaring Star is as dangerous without each other.  
  
-Wait a minute," said Captain Sincerity Heart. "We tried to shut down the power core with a blast of the Rainbow Rescue.  
  
-Yes, but those blasts were designed to stop conventional power sources - not spirit books. The Book shrugged off your attack, and returned to power the station after a second at most.  
  
Which brings us to the weakness of the Uncaring Star: As I said, without the power of the Spirit Book, it will collapse. If we can close the Book for just a few seconds, the battle station will be no more.  
  
We had to work fast to design this with the help of Ensign Secret Bear, but we've managed to create special keys mounted on torpedoes that can do the trick. As I said, the spells of the Book go through these vents, all the way from the station's core to the outside. If a torpedo-key can be shot at this specific spot, it will find its way through the vents, reach the Spirit Book, and close it, thus ending the threat of the Uncaring Star.  
  
-Your torpedoes can do all that?" puzzled JusSonic.  
  
"You'd be surprised."   
  
The Uncaring Star itself is about a few space miles away from Earth. At the bridge, Dark Heart Bear is waiting anxiously especially when the P.A. starts making announcements.  
  
"Attention. We will be arriving at Earth in 20 hours and 59 seconds." The P.A. announced.  
  
"Yes. It will be a great day for the No-Heart Empire providing nothing goes wrong." Dark Heart Bear said.  
  
**********  
  
Chapter 9: The great Caring space battle  
  
Back at the care base, preparations were made to get ready for the assault and the Uncaring Star. Noble Heart and True Heart stood in front of five ships, smaller than the CareFleet in front of Mark, who volunteered for a special mission along with four others: Champ Bear, Grumpy Bear, Loyal Heart Dog, and Proud Heart Cat.  
  
"Okay listen up. What you chosen five will be using are Care Fighters. They are smaller than our CareFleet ships and faster also. But like the CareFleet ships, they also have the torpedoes with the special keys." explained True Heart.  
  
"Why? Shouldn't your ships do the work?" asked Mark.  
  
"They woulda, but we know that the No Heart Empire also has smaller ships called The Dark Siders which can easily avoided our attacks and are piloted by special minions of Lord No Heart. Your role is to match the same speed and power as No Heart's fighters to distract them long enough for the CareFleet ships to do their job." Noble Heart explained.  
  
"Well let's get cracking, sports fan," exclaimed Champ Bear.  
  
As the pilots headed for their ships, Mark notices JusSonic and Pikachu getting in their ship. They are packing up a box. Mark knew what it was and heads over to them.  
  
"You aren't coming, are you?" asked Mark though he already knew the answer.  
  
JusSonic looks startled then realized he is talking to them.  
  
"Look, sorry. I ain't much that involved in this thing, it's CareFleet's problems. Besides, I got to get this money to Lord Genghis the Blob or he'd have my head." JusSonic explained.  
  
"But couldn't you at least stay and help us? They could really used your help." Mark said trying to reason with his friend.  
  
"Sorry, kid, but again, I can't." JusSonic said.  
  
Mark sighed, not believing his friend's sudden selfishness.  
  
"Whatever. You go your way, I'll go mine." Mark said.  
  
As Mark turns to leave, JusSonic calls after him.  
  
"Hey, Mark?"  
  
Mark turns. JusSonic smiles.  
  
"May The Heart Be With You." JusSonic said.  
  
Mark nodded and turned away, leaving JusSonic and Pikachu to look after him. Pikachu frowns and spoke up.  
  
"Pikachu, pika. Pika pi. Pikachu." The yellow creature told JusSonic.  
  
"I know, I know. But what am I'm supposed to do?" asked JusSonic back.  
  
On his way to his ship, Sincerity Heart, who hadn't gotten on her ship yet, noticed the sad look on Mark's face and then goes over to him.  
  
"What's wrong, Mark? I thought you finally got the caring you need from your uncle." Sincerity Heart asked Mark.  
  
"It's JusSonic. I was really hoping he would stay and help us." Mark told her.  
  
"I know, but if JusSonic refused to help, well, we won't stop him. But maybe if you give him time, he might change his mind. Maybe not today or tomorrow, but someday." Sincerity Heart told him.  
  
"I...I wish Defender was here." Mark said sadly.  
  
"If he was here, he woulda told you the same thing. Don't let his sacrifice be in vain. Go on, we got a world to save." Sincerity Heart told him.  
  
Mark decided to head over to his ship. Sincerity watches on and then went to hers.  
  
As Mark went into his ship, he coulda sworn he heard the voice again.  
  
'Mark. May the Heart be with you...always.' The voice said calmly.  
  
Mark realized that the voice sounds like...Defender. But how could it be?  
  
Soon, the ships, both CareFleet and the Care Fighters, begin to leave the base. They soon headed for the path the Uncaring Star will be taking to go to Earth. They need they must stop it or all hope is lost.  
  
Back at the care base, some CareFleet members who chose to stay behind are at work. True Heart, Noble Heart, and Mark's uncle Paul look at the hologram of the Uncaring Star and the Earth. With each moment, the Uncaring Star moves slowly towards Earth, still far away fortunately. As they look, the P.A. in the care base speaks.  
  
"Attention. The Uncaring Star will reach Earth in 19 hours and 45 seconds."  
  
In space, the Care Fighters and CareFleet continue their course to the Uncaring Star. The volunteers in the Care Fighters begin to make sure every one is there.  
  
"This is Champ Bear, standing by." Champ Bear reported.  
  
"Grumpy standing by." Grumpy grumped as usual.  
  
"Loyal Heart, standing by." Loyal Heart reported. He doesn't have to worried about his crew since they choose to stay behind at the care base.  
  
"Proud Heart, standing by." Proud Heart reported.  
  
"This is Mark, standing by." Mark reported.  
  
Soon, a few minutes later, they soon see what they came to stop: the Uncaring Star itself.  
  
"There is it, CareFleet. Remember, be careful! Let's go!" Loyal Heart exclaimed.  
  
Mark holds his breath. He hopes this turns out well.  
  
With his back leaning against one of the mirrored walls, Defender Bear was looking very much dissatisfied with his situation. This, of course, was pleasing for Dark Heart Bear to observe. The evil one was content to watch his former mentor stew, but something had begun to pull his focus away...  
  
I sense...incoming presences, Dark Heart thought to himself. "Switch to radar scans," he ordered the robot soldier working the surveillance panel. It pushed a few buttons, and brought up a screen showing a representation of the space around the battle station.  
  
"No other ships detected, Lord Dark Heart," replied the robot.  
  
Of course you wouldn't...they're still too far away for this technology to detect them. "Go back to the cell. Now."  
  
A few presses, and...  
  
"Lord Dark Heart! There's nothing on the screen!"  
  
"What!?!" He moved closer to the monitor, and sure enough, it was as black as his cape.  
  
"He can't have escaped! Go down there and investigate immediately!" The robot grabbed a nearby laser rifle and headed downstairs towards the cell. Meanwhile, Dark Heart's mind was racing with angry thought.  
  
I know you're still down there, Phoenix. Don't think you've fooled me, so why even try this charade? Dark Heart was thinking so much, he almost didn't hear the loud metallic "AAAAAAAAAAAAHHHHHHH!!!!" through the intercom.  
  
The villain slammed on the communication button. "Report!" he barked. But, he received no reply. Very much annoyed, he activated his red caring saber. "Enough games, old bear!" he shouted as he made his way down. "You won't get away with this!" The two-part door, and he stormed through the door. Inside the special cell, all Dark Heart saw was the robotic soldier slumped over on the floor, with a large sparking swath cut through its chest, and his multiple reflections on all the walls.  
  
"I know you're in here, Phoenix," Dark Heart said aloud. "Why don't you just save me the trouble of finding you?" As he walked across the small room, all of his reflections followed him. But just them, he noticed one of them seemed...different somehow. All of them walked just like him, and looked just like him, except...out of the corner of his eye...one of them looked like it was holding a blue caring saber. Dark Heart quickly turned around, but saw nothing but perfect reflections of himself.  
  
"I suggest you just keep looking," Dark Heart heard someone say. The fiend spun around again, and there was Phoenix Audubon, blue caring saber and all, right next to the entrance (now that the sage knew where it was). "I think you need some time to reflect on what you've done so far," he said as he quickly stepped backward through the "mirror". Once outside, Defender immediately pulled on the nearby "Emergency Override" switch, locking his former student inside the cell he used to inhabit.  
  
I know that won't hold him for very long, the Caring Guardian surmised to himself. I just need to buy the incoming fighters some time... With that, Defender started to run, back towards the Spirit Book...  
  
On the S.S. Friendship, the crew gets ready for their biggest mission yet. They looked on the screen and shuddered at the sight of something that could destroy caring. But they knew they couldn't let fear control them for the universe is at sake. And the other crews of the other ships feel the same way.  
  
In Mark's ship, he controlled his Care Fighter very well. He is used to piloting back home and now his piloting skills are at the test.  
  
And now it's time to begin the assault.  
  
"Okay, we will begin our assault...now!" Mark said.  
  
Soon the Care Fighters split from the CareFleet and shoot caring lasers at the Uncaring Star.  
  
Back on the bridge, alarms went off as the imperials at their post look frantic.  
  
"What's going on?" demands Lieutenant Snappo.  
  
"We're under attacked by the CareFleet and their Care Fighters," informed one of the imperials.  
  
"Attention the Uncaring Star will reached Earth in 17 hours and 30 seconds."  
  
"Blast! And so close! Send the Dark Siders out and take care of those fools! We aren't going to lose this close to victory!" yelled the lieutenant.  
  
"Yes sir!"  
  
Mark couldn't believe it. He is totally into this whole thing.  
  
"Hey kid. Don't get cocky." Champ warned him on the radio.  
  
"Sorry, it's just...this is great." Mark said excited.  
  
"Bad news, guys and girl. We got Dark Siders coming at us," warned Loyal Heart Dog.  
  
"I see them and I wish I didn't see them." yelled Grumpy over the radio.  
  
Sure enough, coming straight at the heroes are seven dark and evil looking small ships. Inside each are special pilots designed to pilot and destroyed the enemy. They soon begin their assault on the heroes.  
  
And the CareFleet begins to hold their breath anxiously.  
  
Back in prison, Dark Heart Bear is still trapped in his cell trying to get out. That is, until he got so angry that he used the powers of the Heart to destroy the door, letting him out. He looks very angry and very peeved. Soon there is a call on the intercom of the prison.  
  
"Sir? Is Dark Heart Bear still down there?"  
  
Dark Heart Bear answered the intercom.  
  
"What is it, Snappo?" demanded the bear formerly known as Light Heart Bear.  
  
"We are under attacked by the CareFleet and their Care Fighters." Snappo informed him on the intercom.  
  
'Blast. Oh well, finding Defender will have to wait. I won't have any trouble from those fools.' Dark Heart Bear thinks. Then he speaks on the intercom. "Get my two Elite Pilots and prepared my Dark Sider. Those fools won't live to see the light of day."  
  
"Yes sir."  
  
*Va-shoom! Va-shoom!*  
  
*Bada-bada-bada-bada!!*  
  
The dogfight outside of the Uncaring Star was fought fiercely by both sides. Though Mark had fancied himself quite the pilot, he'd never had to perform under such hazardous conditions. After he managed to put his nerves in check, the young boy managed to take out a couple of enemy ships. Mark and the CareFleet members had almost defeated the rest of the group, when...  
  
"Hang on, guys," said Proud Heart over the comm system, "we've three more incoming. And...that's not all! I confirm that one of those ships is Dark Heart Bear's Dark Sider!"  
  
"Stay focused, team," said Champ Bear. "Remember, our priority is to use the key torpedoes to disable the Spirit Book. If anyone sees an opportunity, go for it. But, I want to come back in one piece! Is that understood?"  
  
"Yes, sir!" answered Loyal Heart.  
  
"You got it, Champ," chimed in Proud Heart.  
  
"We can win this!" added Grumpy.  
  
"Okay!" said Mark, though he was half-hoping that that responsibility wouldn't fall on him...  
  
* * * * * * * * * * * * * *  
  
Meanwhile, inside the Uncaring Star, Defender Bear made his way towards the central core of the battle station. It was here that the Spirit Book was relaying power to the huge base. The Caring Guardian stood at beginning of a long, straight walkway, suspended above a deep, cylindrical chasm. "Nowhere to go but forward," muttered Defender to himself. However, halfway between he and the end of the path, an enormous, translucent orange sphere cut through the walkway and surrounded a good deal of space around the Spirit Book.  
  
"This must be how it's keeping out the unwanted," said Phoenix as he carefully made his way towards the barrier. Nearby on the floor of the walkway, the bear noticed a discarded wrench. He picked it up and hurled it at the orange force field. As soon as it touched the barrier, there was a shower of sparks and violent arcs, until the wrench was reduced to a puddle of metal.  
  
Defender had remained stoic throughout the entire demonstration. "And, it seems to be doing its job quite well," he said wittily.  
  
Dark Heart Bear piloted his Dark Sider and sees the CareFleet's Care Fighters. He smiles evilly. He knows that he and his Elite Pilots are the best in the No-Heart Empire. This won't be long. He radioed his pilots.  
  
"Choose a Care Fighter and get them outta battle. The last three are mine." He ordered.  
  
"Yes sir." responded an Elite Pilot obediently.  
  
Dark Heart Bear's Elite Pilots went after two ships: namely Grumpy's and Proud Heart's. The first one nearly blast Grumpy's ship.  
  
"Yikes! He nearly got me!" yelped Grumpy.  
  
"Keep in steady, Grumpy. We got to use our torpedoes to disabled the Spirit Book. Whoa!" yelled Loyal Heart.  
  
"What is it, sports fan?" Champ yelled over the radio.  
  
"The big one nearly got me! It must be Dark Heart Bear's!" Loyal Heart said.  
  
Mark shook his head. This isn't going to be pretty.  
  
Lieutenant Snappo laughs evilly at the CareFleet's attempts to avoid being destroyed by Dark Heart Bear and his Elite Pilots. The countdown continues.  
  
"Attention. We will be arriving at Earth in 16 hours and 49 seconds." The P.A. announced.  
  
Snappo smiles as he resumes watching the battle.  
  
In the battle, one of the Elite Pilot's damages Proud Heart's Care Fighter pretty badly, but not much to be destroyed.  
  
"My Care Fighter is badly damaged! I'm sorry but I can't stay here with you guys." Proud Heart said.  
  
Proud Heart's ship leaves the battles. Dark Heart Bear made his next command to his Elite Pilots.  
  
"Don't bothered going after it. Concentrate on the ships." He ordered.  
  
Dark Heart Bear senses something coming from one of the Care Fighters, something in the powers of the Heart. But he suspects it's coming from his old master. Yet, it's allot powerful than the Caring Guardians he betrayed...  
  
On the S.S. Rainbow Rescue ship, the crew watches helplessly as the Care Fighters are outnumbered.  
  
"Shouldn't we do something to help?" asked Lone Heart, worried.  
  
The captain shook her head.  
  
"We can't. Remember, the S.S. Rainbow Rescue isn't a fighting ship. And the Care Fighters need to distract or fight them long enough for either of us to launch the key torpedoes.  
  
Precious Heart looks on. So far, things haven't been good.  
  
At the care base, the people there are worried as they overheard the conversations. They even got more worry when the P.A. makes the next announcement.  
  
"Attention, the Uncaring Star will approach Earth in 15 hours and 12 seconds..." The P.A. said.  
  
The admirals look at each other in worry. Even Uncle Paul was worried for his nephew is up there, risking his life...   
  
"Attention, the Uncaring Star will approach Earth in 14 hours and 58 minutes..."  
  
The systematic time announcements were not becoming any more pleasing for Defender Bear to hear. He had to make his way past the barrier surrounding the Spirit Book, the main source of the battle station's energy.  
  
"I've got to get through this. I've got to stop that book!" he shouted. He held his left hand out, and touched the barrier with the tip of his fingers.  
  
*Bzzzzt!* "Ow!" The bear instantly pulled back his shocked hand, shook it quickly, and stuck the tips in his mouth.  
  
"Attention, the Uncaring Star will approach Earth in 14 hours and 55 minutes..."  
  
I haven't got much more time to waste, Defender thought to himself. With trepidation this time, he held out his left hand out in front of him, and pressed against the force field. The electricity surged throughout his body, but he kept on trying to push his way through. When his left hand started to go numb, he pushed with his right hand as well.  
  
"Urrrrrgh! I....can't...give...up!"  
  
* * * * * * * * * * * * * * *  
  
"Whoa!"  
  
Back outside in space, the dogfight was more exhilarating for Mark than anything else he'd ever had to do at his uncle Paul's farm. He'd had enough near misses for the rest of his life, he thought.  
  
With deft maneuvering and a steady aim, Grumpy Bear managed to disable one of Dark Heart Bear's wingmen' ships, but he only got to celebrate for a second before his fighter was damaged by the evil leader. "I've got pull back! Sorry, guys," he said as steered his smoking fighter away from the battle.  
  
"That leaves just two Empire ships left," Champ called over the radio. "Mark, can you hear me?"  
  
"Y-yes, I'm here," the boy answered.  
  
"The other CareFleet members and I will keep Dark Heart and his wingman busy, away from the Uncaring Star. You go and fire the key torpedo!"  
  
"What? B-but I can't! What if I mess up? I'm no space fighter!"  
  
"From what I've seen, you're a much better pilot, anyways. I know you can make it through their defenses and to the target."  
  
"What if I...?" the surprised boy started to say.  
  
"There's no time! We've only got little more than 10 minutes before it reaches Earth! We're counting on you, Mark!"  
  
Mark summoned as much courage as he could. "O...okay."  
  
"That's the spirit, Sports Fan! Now, wait for their ships to start moving away from the Uncaring Star; that'll be cue to go for it!"  
  
"Good Luck, Mark," said Loyal Heart. "We know you can do it!"  
  
And so, Champ and Loyal Heart began to chase Dark Heart and his partner, lasers blazing. Loyal Heart steered his ship to approach from the side and flank the Dark Siders. Mark took a deep breath, and accelerated his ship towards the battle station. As soon as he got close enough, several laser turrets started firing at him. However, he started to feel an unusual sense of clarity. Though the shots were coming in fast, he found he was dodging them with seemingly great ease.  
  
'That's it, Mark...it is the Heart that you see...'  
  
He heard the voice again. He was pretty sure this time it was Phoenix, but he seemed to be struggling himself. He steered his ship around towers and beams, and into a corridor towards an opening to the center of the Uncaring Star.  
  
"I hope I get this right," Mark said through clenched teeth.  
  
'You will know when the time is right, Mark...let the Heart guide you...'  
  
As he got closer and closer, Mark was waiting for the right time...and then he felt the clarity once again. Mark pressed the fire button, and he watched the key torpedo rush into the opening as he pulled away from the battle station.  
  
* * * * * * * * * * * * * * *  
  
With one final effort, Defender Bear finally passed through the force field. He stumbled to his knees, panting heavily. "I think...I'll stay here...for a bit..." After the ringing in his ears subsided a while later, Phoenix heard the announcement once again:  
  
"Attention, the Uncaring Star will approach Earth in 13 hours and 15 minutes..."  
  
He recomposed himself, and continued his way towards the Spirit Book. It was floating over a metallic pedestal, and it was opened away from the bear.  
  
According to the notes I read on that one computer, all I have to do is close the book, he thought to himself. For the sake of Earth, Rainbow World, any other planets that have fallen before the Empire, I must do this! He started to reach out to grab each end of the book, but it quickly spun around, and the green face inside stared fiercely with bold yellow eyes at the Caring Guardian.  
  
"What do you think you're doing!?!" it shouted at Defender.  
  
"I will not let you harm another living being," he replied, unfazed.  
  
"Well, I won't let you stop me!" With that, a cold wind blasted from the book, hurling Defender away, and over the rails of the pathway, but he managed to grab it with one hand. He pulled himself back up, and was about to speak, when he was interrupt by a loud explosion. Something had blasted through a vent grating on the wall, and detonated again on the barrier. Then, a small metal ball rolled on the floor near the Spirit Book. Both book and bear watched it open up, to reveal some kind of little robot. Actually, it was just a shining, golden, heart-topped key that was being carried towards the Spirit Book on four mechanical legs.  
  
It didn't get too far, unfortunately. As soon as the legs moved a couple of steps, the Spirit Book zapped it with a bolt of lightning. The legs were destroyed, but the key was separated from the base, undamaged.  
  
Satisfied with the results, the evil book looked to do the same to the intruder, but after one rotation around the core, Phoenix Audubon was seemingly nowhere to be seen.  
  
"Where is he!? Where is that accursed...AAAAAAAAAAHHH!!!!!"  
  
From behind, Defender Bear plunged his caring saber into the middle of the book with both of his hands, the fallen key held between his teeth. Though the light went through the center of the book's face, it strangely didn't pass through the cover of the book. The spirit continued to scream until its face disappeared, presumably deeper into the tome. The Caring Guardian quickly turned off the saber, and grabbed both ends of the book. With great strain, it began to close, little by little. Bursts of light shot out from the pages, but Defender kept his grip.  
  
With one last grunt, he shut the book, dropped it to the floor, and put his knees on top of it to keep the wriggling spirit contained. He fastened the strap to the front cover of the book, took the key from his mouth and managed to get it into the keyhole on the struggling book.  
  
"You fool! Don't you realize what will happen?!" the Spirit yelled, muffled from within the book. "It's my magic that powers most of the Uncaring Star! If you lock me, this battle station will lose its stability! It won't take long for it to be destroyed! You'll never make it out of here alive!!!"  
  
*Click*  
  
"Then so be it."  
  
As Mark is pulling away, he now knows whose the voice is. It's Defender Bear aiding him. But could he still be on the Uncaring Star? He didn't have time to ponder it further as a blast nearly got him. This one was coming from Dark Heart Bear's ship.  
  
"Watch out, Mark! You got Dark Heart on your tail!" yelled Champ over the radio.  
  
Mark sees it and tries to outmaneuver it. But Dark Heart Bear is still on his tail.  
  
Dark Heart Bear tails the ship that just shot a torpedo into the heart of the Uncaring Star. He saw what happened and knew this fighter was a threat. Even if the Uncaring Star does collapses, he can at least destroyed the one responsible. Although Dark Heart Bear was a good shot, for some unknown reason, the pilot dodges his attacks with great ease.  
  
"The Heart is strong in this one," mumbled Dark Heart Bear.   
  
He resumes chasing the Care Fighter nevertheless.  
  
Back on the S.S. Friendship, Brave Heart Lion and his crew continue watching the battle.  
  
"Shouldn't we be leaving, Captain Brave Heart?" asked Treat Heart. The Uncaring Star is probably going to collapse by now."  
  
"Not yet. The others must come first." said Brave Heart concerned.  
  
Then they saw something fly into the battle.  
  
"What is that?" asked Cheer surprised.  
  
Dark Heart Bear lined up his shots on the fighter and is about to fire on it.  
  
"I had you now," said Dark Heart Bear evilly.  
  
Suddenly, Dark Heart Bear's wingman was hit by a shot and it exploded on the Uncaring Star. This surprised the evil bear because it didn't came from neither the CareFleet nor the Care Fighters.  
  
"What?!" said Dark Heart Bear in shock.  
  
Suddenly he is hit by another shock and send flying. He survives, but had control piloting his ship.  
  
Who just shot him?  
  
Even Mark was puzzled to why his pursuer is no longer pursuing him. He soon learns why as a familiar voice yells over the voice.  
  
"Okay, you're good, kid!"  
  
Mark smiles. He knows the voice pretty well.  
  
It was JusSonic, who had saved Mark from death in his U.S. Cool ship. Pikachu is by his side as JusSonic continues yelling over the radio.  
  
"Now let's get outta here before this thing blow!" yelled the pilot.  
  
As soon as Mark is safe, the captains gave their commands to their crew.  
  
"Move the ship away from the Uncaring Star, hurry!" yelled Sincerity Heart.  
  
"Yes, madam." obeyed Sly Heart.  
  
Snappo watches as the Care Fighters, CareFleet, and the new ship moved away from the Uncaring Star. He thinks they won.  
  
"Bah! Those fools! We got them on the run!" laughed Snappo gloating.  
  
"Uh, sir?" said an Imperial nervously.  
  
"What?" asked Snappo annoyed that his laugh was disturbed.  
  
"There's trouble with the source. The book is closed!" the minion informed him.  
  
"What?! But that means..."  
  
Snappo was interrupted as explosion occurred around the bridge, covering the screams.  
  
As the heroes moved away from the Uncaring Star, they watched as the whole battle station collapses and exploded. Everyone on all the ships and Care Fighters cheered for their victory.  
  
Even those on the care base cheered as the threat to Earth is over.  
  
"Now hopefully Rainbow World would get all their feelings back," said True Heart with a smile.  
  
"I know one person who is the hero of all this." Noble Heart told Paul. "I bet you are proud."  
  
"Yes. I guess I am." Uncle Paul said with a smile.  
  
As the CareFleet and their friends made their course back to Earth, Mark heard Defender Bear's voice once more.  
  
'Remember. The Heart will be with you...always.' Defender's voice told him.  
  
Mark nodded. He's not certain if Defender gotten off the battle station or not. But if he didn't, he knows that Defender is part phoenix. He'd see him again one day...  
  
Dark Heart Bear's ship is still flying outta control. The dark being himself is furious. He will get his ship back under control eventually, but as soon as he does, someone's going to pay. Namely two people. Whoever shot him and the one responsible for the destruction of the Uncaring Star.  
  
Back in the docks of the care base, everyone still at base welcomed back their friends including Mark. Mark got out of his Care Fighter and is welcome with a hug by his pal JusSonic. The Star and Heart Buddy also greeted him.  
  
"JusSonic! I thought you didn't want to help." Mark said happily.  
  
"Well I couldn't turned my back on a friend, now would I?" said JusSonic with a smile.  
  
"Pika pika." chirped Pikachu.  
  
"And besides, you're right. This CareFleet is going to be needing my help, maybe in the future." JusSonic said.  
  
"Pika pi." Pikachu responded.  
  
True Heart and Noble Heart came in.  
  
"Congratulations on you all. Earth is saved." True Heart informed them.  
  
"And I'm happy to inform you all that Rainbow World's feelings and colors had been returned." Noble Heart also informed them.  
  
This made everyone cheered, especially the members of the S.S. Rainbow Rescue. Paul goes over to his nephew.  
  
"You saved us all, Mark. Your parents woulda been proud." Paul told him.  
  
"Thanks, Uncle Paul. Is it okay if we stay here? I mean our home back on our world is a total wreck, and I just made some new friends here." Mark asked.  
  
"Of course. This could also give me a chance for a career opportunity." Paul said.  
  
Mark chuckled. He figured things are going to be fine.  
  
Someone watches the celebration in interest. It's someone wearing a robe with a hood covering his head. The mysterious person smiles...and leaves.  
  
The battle against the Uncaring Star is over but the war against the No-Heart Empire isn't. But the adventures of Mark and his friends are just beginning...  
  
May The Heart with Be You.  
  
The End  
  
Cast list  
  
E.G. Daily: Mark  
  
JusSonic: Himself  
  
Maxine Miller: Sincerity Heart Horse, True Heart Bear  
  
Kevin Michael Richardson: Colonel Tucker  
  
Phoenix Audubon: Defender Bear/Himself  
  
Janet-Laine Green: Precious Heart Squirrel, Wish Bear  
  
Laurie Waller Benson: Lone Heart Wolf, Bedtime Bear  
  
Ikue Ootani: Pikachu  
  
Tom Kane: Dark Heart Bear  
  
Nick Tate: Uncle Paul  
  
Jackie Bourroughs: The Spirit  
  
Chris Wiggins: Lord No-Heart  
  
Terri Hawkes: Shreeky, Cheer Bear  
  
John Stocker: Beastly  
  
Terry Sears: Champ Bear  
  
Bob Dermer: Grumpy Bear, Sly Heart Coyote  
  
Pam Hyatt: Noble Heart Horse  
  
Dan Hennessey: Good Luck Bear, Loyal Heart Dog, Brave Heart Lion  
  
Melleny Brown: Birthday Bear  
  
Jim Henshaw: Tender Heart Bear  
  
Pauline Rennie: Serenity Heart Horse, Treat Heart Pig  
  
Maurice LaMarche: Lieutenant Snappo  
  
Patricia Black: Share Bear  
  
Marla Lukofksy: Playful Heart Monkey  
  
Nonnie Griffin: Harmony Bear  
  
Eva Almos: Friend Bear  
  
Billie Mae Richards: Bright Heart Raccoon  
  
Georgia Engel: Love-A-Lot Bear  
  
Louise Vallance: Proud Heart Cat 


End file.
